Sodick Europe Holdings Limited - Limited company accounts 20.1

REGISTERED NUMBER: 04618743 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2019

FOR

SODICK EUROPE HOLDINGS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

6

Other Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Cash Flow Statement

10

Notes to the Cash Flow Statement

11

Notes to the Financial Statements

12

DIRECTORS:

P E Capp

K Furukawa

H Maejima

SECRETARY:

A Chapple

REGISTERED OFFICE:

Agincourt Road

Warwick

CV34 6XZ

REGISTERED NUMBER:

04618743 (England and Wales)

AUDITORS:

Saxon & Co.

Statutory Auditors

Chartered Accountants

Kings Chambers

Queens Cross

High Street

Dudley

West Midlands

DY1 1QT

The directors present their strategic report for the year ended 31 December 2019.

REVIEW OF BUSINESS

The principal activity of the company during the year was that of a holding company owning two trading subsidiaries

outright.

During the year, the development of a new European Headquarters was completed and opened with the Company now

generating rental income from the group company occupying the facility.

Given the straightforward nature of the business, the company's directors are of the opinion that analysis using key

performance indicators is not necessary for the understanding of the development, performance or position of the business.

In the early months of 2020 the Covid-19 virus was identified in Wuhan, China. In March 2020, the World Health

Organization declared Covid-19 a global pandemic as a result of the further spread of the virus into all regions of the world,

including the UK. On 23rd March 2020 the UK government announced lockdown measures including banning all non

essential travel and closing almost all businesses. Whilst Covid-19 did not have a material impact on the full year results to

31st December 2020, nor those of its trading subsidiaries, the impact, risks and uncertainties caused are discussed later in

this Strategic Report.

PRINCIPAL RISKS AND UNCERTAINTIES

Management deem that the material risks that the Company faces are the risks to which the trading subsidiaries are exposed

during their normal course of business. However, management are satisfied that each individual company has its own robust

policies in place to mitigate these risks.

The Company manages its cash flow risk by support from within the group with dividends being paid up from subsidiaries

and its ultimate parent company acting as guarantor for the loan taken out to finance the construction project.

The Covid-19 lockdown measures introduced by the government in March 2020 resulted in significant disruption and

reduction to the productivity and sales of our subsidiaries. These companies took advantage of the various business support

packages provided by their respective governments and they continued to operate albeit on skeleton staffing levels. Since

lockdown the companies have introduced a number of measures to protect themselves, their employees and other

stakeholders. At the time of writing this the UK continues to be in various stages of lockdown measures, although the future

is looking positive as an effective vaccine appears to have been developed. We will continue operations in line with

government guidance.

ON BEHALF OF THE BOARD:

P E Capp - Director

22 December 2020

The directors present their report with the financial statements of the company for the year ended 31 December 2019.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2019.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2019 to the date of this report.

P E Capp

K Furukawa

H Maejima

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in

accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have

elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice

(United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the

financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of

the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act

2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have

taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the

company's auditors are aware of that information.

AUDITORS

The auditors, Saxon & Co., will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

P E Capp - Director

22 December 2020

Opinion

We have audited the financial statements of Sodick Europe Holdings Limited (the 'company') for the year ended

31 December 2019 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of

Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including

a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is

applicable law and United Kingdom Accounting Standards, 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 December 2019 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.

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 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 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

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.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic

Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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.

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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if,

in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

Auditors' 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 a Report of the Auditors 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 Report of the Auditors.

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 a Report of the Auditors 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.

Anthony Saxon (Senior Statutory Auditor)

for and on behalf of Saxon & Co.

Statutory Auditors

Chartered Accountants

Kings Chambers

Queens Cross

High Street

Dudley

West Midlands

DY1 1QT

22 December 2020

TURNOVER

-

-

Administrative expenses

36,543

119,624

(36,543

)

(119,624

)

Other operating income

4

216,185

-

OPERATING PROFIT/(LOSS)

6

179,642

(119,624

)

Income from shares in group undertakings

457,400

2,867,450

637,042

2,747,826

Interest payable and similar expenses

7

73,051

32,720

PROFIT BEFORE TAXATION

563,991

2,715,106

Tax on profit

8

56,664

-

PROFIT FOR THE FINANCIAL YEAR

507,327

2,715,106

PROFIT FOR THE YEAR

507,327

2,715,106

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

507,327

2,715,106

FIXED ASSETS

Tangible assets

9

7,361,593

4,717,061

Investments

10

8,041,502

8,041,502

15,403,095

12,758,563

CURRENT ASSETS

Debtors

11

518,060

349,473

Cash at bank

447,254

3,094,504

965,314

3,443,977

CREDITORS

Amounts falling due within one year

12

1,733,639

1,584,599

NET CURRENT (LIABILITIES)/ASSETS

(768,325

)

1,859,378

TOTAL ASSETS LESS CURRENT LIABILITIES

14,634,770

14,617,941

CREDITORS

Amounts falling due after more than one year

13

(3,330,205

)

(3,877,367

)

PROVISIONS FOR LIABILITIES

15

(56,664

)

-

NET ASSETS

11,247,901

10,740,574

CAPITAL AND RESERVES

Called up share capital

16

15,298

15,298

Share premium

17

6,723,679

6,723,679

Capital redemption reserve

17

781

781

Retained earnings

17

4,508,143

4,000,816

SHAREHOLDERS' FUNDS

11,247,901

10,740,574

The financial statements were approved by the Board of Directors and authorised for issue on 22 December 2020 and were signed on its behalf by:

P E Capp - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2018

15,298

1,285,710

6,723,679

781

8,025,468

Changes in equity

Total comprehensive income

-

2,715,106

-

-

2,715,106

Balance at 31 December 2018

15,298

4,000,816

6,723,679

781

10,740,574

Changes in equity

Total comprehensive income

-

507,327

-

-

507,327

Balance at 31 December 2019

15,298

4,508,143

6,723,679

781

11,247,901

Cash flows from operating activities

Cash generated from operations

1

271,859

(431,950

)

Interest paid

(73,051

)

(32,720

)

Net cash from operating activities

198,808

(464,670

)

Cash flows from investing activities

Purchase of tangible fixed assets

(2,845,829

)

(4,717,061

)

Dividends received

457,400

2,867,450

Net cash from investing activities

(2,388,429

)

(1,849,611

)

Cash flows from financing activities

New loans in year

-

2,673,000

Loan repayments in year

(172,720

)

-

Net cash from financing activities

(172,720

)

2,673,000

(Decrease)/increase in cash and cash equivalents

(2,362,341

)

358,719

Cash and cash equivalents at beginning of year

2

3,094,504

2,680,416

Effect of foreign exchange rate changes

(284,909

)

55,369

Cash and cash equivalents at end of year

2

447,254

3,094,504

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2019

2018

£

£

Profit before taxation

563,991

2,715,106

Depreciation charges

201,297

-

Finance costs

73,051

32,720

Finance income

(457,400

)

(2,867,450

)

380,939

(119,624

)

Increase in trade and other debtors

(168,587

)

(347,915

)

Increase in trade and other creditors

59,507

35,589

Cash generated from operations

271,859

(431,950

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these

Balance Sheet amounts:

Year ended 31 December 2019

31.12.19

1.1.19

£

£

Cash and cash equivalents

447,254

3,094,504

Year ended 31 December 2018

31.12.18

1.1.18

£

£

Cash and cash equivalents

3,094,504

2,680,416

3.	ANALYSIS OF CHANGES IN NET FUNDS/(DEBT)

At 1.1.19

Cash flow

At 31.12.19

£

£

£

Net cash

Cash at bank

3,094,504

(2,647,250

)

447,254

3,094,504

(2,647,250

)

447,254

Debt

Debts falling due within 1 year

(180,343

)

(161,245

)

(341,588

)

Debts falling due after 1 year

(2,524,797

)

475,450

(2,049,347

)

(2,705,140

)

314,205

(2,390,935

)

Total

389,364

(2,333,045

)

(1,943,681

)

1.	COMPANY INFORMATION

Sodick Europe Holdings Limited is a limited liability company incorporated in England. The registered office and

principal place of business is Agincourt Road, Warwick, CV34 6XZ.

The principal activity of the company in the year under review was that of a holding company.

2.	STATUTORY INFORMATION

Sodick Europe Holdings Limited is a private company, limited by shares , registered in England and Wales. The

company's registered number and registered office address can be found on the Company Information page.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Sodick Europe Holdings Limited as an individual company and

do not contain consolidated financial information as the parent of a group. The company is exempt under Section

401 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its

subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent,

Sodick Co., Ltd., whose registered office is: 3-12-1, Nakamachidai, Tsuzuki-ku, Yokohama, Kanagawa, 224-8522

Japan.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or,

if held under a finance lease, over the lease term, whichever is the shorter.

Freehold property - 4% on cost

Plant and machinery - 25% on cost

Fixtures and fittings - 25% on cost

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the

extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or

substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance

sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from

those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that

have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the

timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will

be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance

sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of

transaction. Exchange differences are taken into account in arriving at the operating result.

4.	OTHER OPERATING INCOME

2019

2018

£

£

Rents received

216,185

-

5.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2019 nor for the year ended 31 December 2018.

The average number of employees during the year was as follows:

2019

2018

Directors

3

3

2019

2018

£

£

Directors' remuneration

-

-

6.	OPERATING PROFIT/(LOSS)

The operating profit (2018 - operating loss) is stated after charging:

2019

2018

£

£

Depreciation - owned assets

201,297

-

Auditors' remuneration

7,500

6,600

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2019

2018

£

£

Interest paid

73,051

32,720

8.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2019

2018

£

£

Deferred tax

56,664

-

Tax on profit

56,664

-

Tax on items charged to equity

2019

2018

£

£

Deferred tax

56,664

-

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained

below:

2019

2018

£

£

Profit before tax

563,991

2,715,106

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2018 - 19%)

107,158

515,870

Effects of:

Income not taxable for tax purposes

(86,906

)

(544,816

)

Capital allowances in excess of depreciation

(29,548

)

-

Utilisation of tax losses

-

28,946

Deferred tax

56,664

-

Losses carry forward

9,296

-

Total tax charge

56,664

-

9.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

£

£

£

COST

At 1 January 2019

4,717,061

-

-

4,717,061

Additions

2,489,015

147,171

209,643

2,845,829

At 31 December 2019

7,206,076

147,171

209,643

7,562,890

DEPRECIATION

Charge for year

142,716

24,528

34,053

201,297

At 31 December 2019

142,716

24,528

34,053

201,297

NET BOOK VALUE

At 31 December 2019

7,063,360

122,643

175,590

7,361,593

At 31 December 2018

4,717,061

-

-

4,717,061

10.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2019

and 31 December 2019

8,041,502

NET BOOK VALUE

At 31 December 2019

8,041,502

At 31 December 2018

8,041,502

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Sodick Europe Limited

Registered office: Agincourt Road, Warwick, CV34 6XZ

Nature of business: Sales of products from Sodick Group range

%

Class of shares:

holding

Ordinary

100.00

2019

2018

£

£

Aggregate capital and reserves

9,299,594

9,471,893

Profit for the year

1,061,039

3,113,860