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ISP Holdings (U.K.) Ltd.
Registered number: 03823101
Annual Report
For the year ended 30 September 2021
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ISP HOLDINGS (U.K.) LTD.
COMPANY INFORMATION
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ISP HOLDINGS (U.K.) LTD.
CONTENTS
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Director's Responsibilities Statement
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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ISP HOLDINGS (U.K.) LTD.
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director presents his Strategic report for the year ended 30 September 2021.
Principal activity and Business review
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The principal activity of the Company is to hold the investments in ISP Microcaps (U.K.) Limited and Techwax Limited.
The director considers the Company's performance to be satisfactory and in line with expectations and expects this level of performance to continue in the future.
Principal risks and uncertainties
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The Company continues to enjoy the full support of its U.S. parent undertaking, Ashland Global Holdings Inc. and thus no risks or uncertainties currently exist which would hinder continued operations in the markets that it operates within.
Financial key performance indicators (KPIs)
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Management monitor the net assets of the business as a key performance indicator. In 2021, the net assets were £11,928,000 (2020: £11,954,000).
Risk management objectives and policies
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The activities of the Company’s subsidiaries are to act as toll manufacturers and sales agents on behalf of Ashland Industries Europe GmbH and thus it is Ashland Industries Europe GmbH who bears all operational exposure to risk on pricing, credit, liquidity and cash flows.
The business complies with all current environmental legislation; this is led by the ultimate U.S. parent Company, Ashland Global Holdings Inc. and is audited on a regular basis.
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ISP HOLDINGS (U.K.) LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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The withdrawal of the United Kingdom from the European Union
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New trading arrangements between the United Kingdom and the European Union took effect on 31 December 2020. In general, tariffs and quotas on trade have not been introduced, although administrative complications and regulatory restrictions have reduced the freedom of cross-border trade. The Company has monitored the application of the new laws and regulations in place, and has concluded that this has not had a significant effect on the Company.
Coronavirus and the COVID-19 pandemic
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Ashland Group has not incurred significant disruptions from COVID. To date, the effects from the COVID pandemic have not been significant and Ashland Group`s operations and cash flow remain stable. Ashland Group´s overall liquidity remains sufficient to meet operating needs and other investing and financing requirements. So in conclusion, no negative impact is anticipated on the Company’s activity due to the COVID pandemic.
During the year, Ashland Group undertook a number of measures to ensure business continuity and employees well-being. We have managed to keep our people safe by following all the controls that were put in place throughout the course of the pandemic. Some of the measures undertaken include – i. Organising vaccination drive for all employees ii. health tracking for positive COVID cases and flu like symptoms iii. travel approval requests by the Executive Council representatives iv. Requirement for pre-employment vaccination v. Masking and Social Distancing requirements customised by functions and activities.
Considering the current transition of moving from a pandemic to an endemic situation, some of the restrictions have gradually started to be relaxed – specially around masking and social distancing norms while being in the office premises.
This report was approved by the board and signed on its behalf by:
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ISP HOLDINGS (U.K.) LTD.
DIRECTOR'S REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director presents his report and the audited financial statements for the year ended 30 September 2021.
The principal activity of the Company is to hold the investments in ISP Microcaps (U.K.) Limited and Techwax Limited. The director considers the Company’s performance to be satisfactory and in line with expectations.
The director who served during the year and to the date of this report was:
During the current year, the Company made a loss of £26,000 (2020: £6,000) and had net assets of £11,928,000 (2020: £11,954,000). On this basis, the director has considered the Company’s current and future prospects and its availability of financing, and is satisfied that the Company can continue to pay its liabilities as they fall due over a period to 20 December 2023.
The director has received assurances from Ashland LLC on behalf of the Ashland Group that it will continue to support the Company for a period to 20 December 2023.
The director has made detailed enquiries, including confirmation of the strong liquidity position announced by Ashland Group and review of the latest financial results released on 7 November 2022. After making these detailed enquiries, the director is confident that Ashland Group has sufficient resources to enable it to provide financial support.
Matters covered in the strategic report
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As permitted by paragraph 1A of Schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and reports) Regulations 2008 certain matters which are required to be disclosed in the Director's Report have been omitted as they are included in the Strategic Report. These matters relate to business review, future developments and principal risks and uncertainties.
Provision of information to auditors
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The director at the time when this Director's Report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware; and
∙has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
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On 24 February 2022, Russian Forces entered Ukraine, resulting in Western Nation reactions including announcements of sanctions against Russia and Russian interests worldwide and an economic ripple effect on the global economy. The directors have carried out an assessment of the potential impact of Russian Forces entering Ukraine on the business, including the impact of mitigation measures and uncertainties, and have concluded this has not impacted the Company and therefore is a non-adjusting post balance sheet event.
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ISP HOLDINGS (U.K.) LTD.
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The auditors, Ernst & Young LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf by:
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ISP HOLDINGS (U.K.) LTD.
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2021
The director is responsible for preparing the Strategic Report, the Director's Report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law, the director has 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 director must not approve the financial statements unless he is 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 director is required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements 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; and
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
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ISP HOLDINGS (U.K.) LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ISP HOLDINGS (U.K.) LTD.
Opinion
We have audited the financial statements of ISP Holdings (U.K.) Ltd. (the ‘Company’) for the year ended 30 September 2021 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes 1 to 15, 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 FRS 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 30 September 2021 and of its loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’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 director's 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 to 20 December 2023.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Company’s ability to continue as a going concern.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The director is 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 this report, we do not express any form of assurance conclusion thereon.
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ISP HOLDINGS (U.K.) LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ISP HOLDINGS (U.K.) LTD.
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 the 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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In 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 Director's 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 director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
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ISP HOLDINGS (U.K.) LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ISP HOLDINGS (U.K.) LTD.
Responsibilities of Director
As explained more fully in the Director's Responsibilities Statement set out on page 5, the director is 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 director determines 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 director is 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 either the director intends to liquidate the Company or to cease operations, or has 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.
Our approach was as follows:
∙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 (Companies Act 2006, FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’, Bribery Act 2010, those laws and regulations relating to health and safety and employee matters and relevant tax compliance regulations in the jurisdictions in which the Company operates, including the United Kingdom).
∙We understood how the Company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through the review of the following documentation: all minutes of board meetings held during the year; the Company’s code of conduct setting out the key principles and requirements with laws and regulations; and any relevant correspondence with local tax authorities.
∙We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by considering the controls that the Company established to address risks identified by the Company or that otherwise seek to prevent, deter or detect fraud. We gained an understanding of the entity level controls and policies that the Company applies.
∙Based on the results of our risk assessment we designed our audit procedures to identify non-compliance with such laws and regulations identified above. Our procedures involved testing of journal entries, with a focus on journals indicating large or unusual transactions or meeting our defined risk criteria based on our understanding of the business, enquiries of management and the director and review of legal correspondence.
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ISP HOLDINGS (U.K.) LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ISP HOLDINGS (U.K.) LTD.
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 auditor’s report.
Use of the audit report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Neil Warnock (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
Belfast
21 December 2022
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ISP HOLDINGS (U.K.) LTD.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Interest receivable and similar income
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Interest payable and similar expenses
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Loss for the financial year
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Other comprehensive income
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Total comprehensive loss for the year
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The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
The notes on pages 13 to 20 form part of these financial statements.
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ISP HOLDINGS (U.K.) LTD.
REGISTERED NUMBER: 03823101
STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2021
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Debtors: Amounts falling due within one year
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Creditors: Amounts falling due within one year
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Total assets less current liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 20 form part of these financial statements.
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ISP HOLDINGS (U.K.) LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Comprehensive loss for the year
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Total comprehensive loss for the year
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Comprehensive loss for the year
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Total comprehensive loss for the year
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The notes on pages 13 to 20 form part of these financial statements.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
ISP Holdings (U.K.) Ltd. is a private company limited by shares incorporated and domiciled in England and Wales. The address of its registered office is Unit 4b Whinbank Park, Whinbank Road Aycliffe Business Park, Newton Aycliffe, County Durham, DL5 6AY.
The principal activity of the Company is to hold the investments in ISP Microcaps (U.K.) Limited and Techwax Limited. The director considers the Company’s performance to be satisfactory and in line with expectations.
2.Accounting policies
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Basis of preparation of financial statements
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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 judgement in applying the Company's accounting policies (see note 3).
The financial statements have been presented in Pound Sterling as this is the currency of the primary economic environment in which the Company operates and is rounded to the nearest thousand pounds (£'000) unless otherwise stated.
The director has received assurances from Ashland LLC on behalf of the Ashland Group that it will continue to support the Company for a period to 20 December 2023.
The following principal accounting policies have been applied:
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Financial reporting standard 102 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Ashland Global Holdings Inc. as at 30 September 2021 and these financial statements may be obtained from 50 E. River Center Blvd, P.O. Box 391, Covington, KY 41012-0391 USA.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
2.Accounting policies (continued)
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Exemption from preparing consolidated financial statements
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The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of a non-EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006. These financial statements therefore present information about the Company as an individual undertaking and not about the group.
During the current year, the Company made a loss of £26,000 (2020: £6,000) and had net assets of £11,928,000 (2020: £11,954,000). On this basis, the director has considered the Company’s current and future prospects and its availability of financing, and is satisfied that the Company can continue to pay its liabilities as they fall due over a period to 20 December 2023.
The director has received assurances from Ashland LLC on behalf of the Ashland Group that it will continue to support the Company for a period to 20 December 2023.
The director has made detailed enquiries, including confirmation of the strong liquidity position announced by Ashland Group and review of the latest financial results released on 7 November 2022. After making these detailed enquiries, the director is confident that Ashland Group has sufficient resources to enable it to provide financial support.
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Interest receivable and similar income
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Interest receivable and similar income is recognised in the Statement of Comprehensive Income using the effective interest method.
Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
2.Accounting policies (continued)
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments are tested for impairment where an indication of impairment exists at the same reporting date.
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.
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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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentation currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to translation of intercompany debtors and creditors are presented in the Statement of Comprehensive Income within 'finance income or costs'.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares are shown in equity as a deduction, net of tax, from the proceeds.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In applying the Company’s accounting policies, the director is required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The director's judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.
3.1 Critical judgements in applying the Company’s accounting policies
The critical judgements that the director has made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognised in the statutory financial statements are discussed below.
(i) Assessing indicators of impairment
In assessing whether there have been any indicators of impairment of assets, the director has considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability. There have been no indicators of impairments identified during the current financial year.
3.2 Key sources of estimation uncertainty
The director does not consider there to be any key sources of estimation uncertainty.
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The operating loss is stated after charging:
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The average monthly number of employees, including the director, during the year was 1 (2020: 1).
The remuneration of the director in the current and prior financial accounting year was borne by other group companies and is disclosed in the financial statements of those companies. It is not practical to apportion director’s remuneration between those companies. The director does not participate in any Company pension scheme arrangements.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Current tax on loss for the year
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Adjustments in respect of previous periods
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Taxation on loss on ordinary activities
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Factors affecting tax credit for the year
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The tax assessed for the year is higher than (2020: lower than) the standard rate of corporation tax in the UK of19% (2020:19%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020: 19%)
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Adjustments to tax charge in respect of prior periods
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Total tax credit for the year
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Factors that may affect future tax charges
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The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the United Kingdom will increase from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.
The Company has an unrecognised deferred tax asset of £24,000 (2020: £nil). This has not been recognised due to the uncertainty that this can be recovered against future taxable profits of the Company.
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Shares in group undertakings
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Loans and additional paid in capital
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At 1 October 2020 and 1 October 2019
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At 30 September 2021 and 30 September 2020
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Investments in subsidiaries are accounted at cost. Such investments include both investments in shares issued by the subsidiary and other parent entity interests that in substance form part of the parent’s entity’s investments in the subsidiary. These include investments in the form of loans and which have been provided to the subsidiary as additional source of capital.
The director believes that the Company interests in its subsidiaries is not less than the net book value of the investments shown above.
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The following were subsidiary undertakings of the Company:
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ISP Microcaps (U.K.) Limited
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8-9 Stepnell Reach, Blandford Road, Poole, Dorset, BH16 5BW
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Manufacture of micro-encapsulated mixtures, for use primarily in the personal care industry
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Unit 4b Whinbank Park, Whinbank Road, Aycliffe Industrial Park, Newton Aycliffe, Co Durham, DL5 6AY
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Manufacture of other chemicals principally for the oil field industry
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The aggregate of the share capital and reserves as at 30 September 2021 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:
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Aggregate of share capital and reserves
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ISP Microcaps (U.K.) Limited
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- 18 -
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Debtors: Amounts falling due within one year
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Amounts owed by group undertakings
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In the current year, amounts owed by group undertakings are unsecured, payable on demand and interest free (2020: interest rate of the Bloomberg GBP overnight rate minus 25 basis points).
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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Allotted, called up and fully paid
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6,450,675 (2020: 6,450,675) Ordinary shares shares of £1.00 each
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The ordinary shares entitle each holder to one voting right and no right to fixed income.
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Profit and loss account
The reserve comprises of the cumulative profits and losses of the Company.
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Related party transactions
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The Company is a wholly owned subsidiary of Ashland Global Holdings Inc. and as such has taken advantage of the exemption permitted by Section 33 'Related party disclosures' not to provide disclosures of transactions entered into with other wholly owned members of the group.
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- 19 -
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ISP HOLDINGS (U.K.) LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2021
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Post balance sheet events
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On 24 February 2022, Russian Forces entered Ukraine, resulting in Western Nation reactions including announcements of sanctions against Russia and Russian interests worldwide and an economic ripple effect on the global economy. The directors have carried out an assessment of the potential impact of Russian Forces entering Ukraine on the business, including the impact of mitigation measures and uncertainties, and have concluded this has not impacted the Company and therefore is a non-adjusting post balance sheet event.
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Ultimate parent undertaking and controlling party
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The ultimate parent undertaking and controlling party is Ashland Global Holdings Inc., a Company registered in United States of America.
The largest and smallest group into which the results of the Company are consolidated is that headed by Ashland Global Holdings Inc. a Company registered in United States of America, and the controlling party of the Company.
The consolidated financial statements of Ashland Global Holdings Inc. are available to the public and may be obtained from 50 E. River Center Blvd, P.O. Box 391, Covington, KY 41012-0391 USA.
- 20 -
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