TC Industries Of Europe Limited - Limited company accounts 23.2

REGISTERED NUMBER: 01822054 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2023

for

TC Industries Of Europe Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Statement of Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

G A Berry IV

J Quarrie

F J Celmer

SECRETARY:

R F Berry

REGISTERED OFFICE:

Skinningrove Works

Carlin How

Saltburn-By-The-Sea

Cleveland

TS13 4EE

REGISTERED NUMBER:

01822054 (England and Wales)

AUDITORS:

Anderson Barrowcliff LLP

Statutory Auditors

Chartered Accountants

3 Kingfisher Court

Bowesfield Park

Stockton on Tees

TS18 3EX

The directors present their strategic report for the year ended 31 December 2023.

REVIEW OF BUSINESS

TC Industries is the worldwide industry leading manufacturer of cutting edges, wear parts, and fabrications for construction and mining operations.

The company's profit after tax for the year amounted to £708,306 (2022 - £1,751,214) with sales of £12,750,459 (2022 - £18,682,312) which generated a gross margin of 13.5% (2022 - 14.5%). The financial position at the end of the year is considered to be reasonable.

PRINCIPAL RISKS AND UNCERTAINTIES

The management of the business and execution of the company's business strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to global factors - steel price and availability, exchange rates, commodity and utility prices.

The company's operations expose itself to a variety of financial risks that include credit risk, liquidity risk, interest rate risk and foreign exchange risk. These risks are monitored on a regular basis in order to limit any adverse effects on financial performance.

Credit Risk

The company has implemented policies that require appropriate credit checks on potential customers before sales are made and regular updating of customers credit ratings.

Liquidity Risk

The company manages its working capital to minimise additional funding requirements. However the company has access to group and external funds if required for ongoing operations or future investments.

Interest Rate Risk

The company is exposed to variable interest rates on any group borrowings. The company does not believe that this constitutes a significant risk to the business.

Foreign Exchange Risk

The company is exposed to foreign exchange risk as a result of its operation but does not believe that it constitutes a significant risk to the business.

FINANCIAL KEY PERFORMANCE INDICATORS

The company uses key performance indicators in order to improve the development, performance and position of the business. The most significant in relation to the company is:

2023

2022

2021

Profit before tax (% of sales)

7.5%

11.2%

4.6%

OTHER KEY PERFORMANCE INDICATORS

The company uses key performance indicators in order to improve the development, performance and position of the business. The most significant in relation to the company are:

2023

2022

2021

Outputs per man in tonnes

14.7

20.9

21.2

Machine availability (%)

86.8

88.9

94.8

Hours worked per tonne shipped

9.0

7.3

7.4

Average monthly outputs (tonnes)

607

1,001

1,019

ON BEHALF OF THE BOARD:

G A Berry IV - Director

24 April 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

DIVIDENDS

An interim dividend of £107.60 per share was paid on 28 February 2023. The directors recommend that no final dividend be paid.

The total distribution of dividends for the year ended 31 December 2023 will be £ 806,973 .

RESEARCH AND DEVELOPMENT

During the year, one project was identified as meeting the definition of research and development.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

G A Berry IV

J Quarrie

F J Celmer

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

G A Berry IV - Director

24 April 2024

Opinion

We have audited the financial statements of TC Industries Of Europe Limited (the 'company') for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 2023 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

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of 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 four, 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

Based on our understanding of the industry, we have considered applicable laws and regulations which may be fundamental to the company's ability to operate or to avoid a material penalty, and we considered the extent to which non-compliance might have a material effect on the financial statements. We considered management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to the posting of inappropriate manual journal entries to manipulate financial performance, management bias and any significant one-off or unusual transactions.

We discussed among the audit engagement team the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

Audit procedures performed by the engagement team included:

-

Enquiry of management and those charged with governance around actual and potential litigation and claims.

-

Enquiry of entity staff to identify any instances of non-compliance with laws and regulations.

-

Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

-

Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

-

Revenue recognition; agreeing a sample of revenue transactions to gain assurance over the occurrence and accuracy of revenue and also to ensure revenue has been recognised in the correct period.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. The risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

Helen Wilson FCA (Senior Statutory Auditor)

for and on behalf of Anderson Barrowcliff LLP

Statutory Auditors

Chartered Accountants

3 Kingfisher Court

Bowesfield Park

Stockton on Tees

TS18 3EX

25 April 2024

TURNOVER

3

12,750,459

18,682,312

Cost of sales

11,025,099

15,967,561

GROSS PROFIT

1,725,360

2,714,751

Administrative expenses

840,631

625,536

OPERATING PROFIT

5

884,729

2,089,215

Interest receivable and similar income

73,679

4,991

958,408

2,094,206

Interest payable and similar expenses

6

4,499

-

PROFIT BEFORE TAXATION

953,909

2,094,206

Tax on profit

7

205,766

342,992

PROFIT FOR THE FINANCIAL YEAR

748,143

1,751,214

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

748,143

1,751,214

FIXED ASSETS

Tangible assets

9

907,978

884,146

CURRENT ASSETS

Stocks

10

3,974,346

4,688,599

Debtors

11

2,084,239

4,773,564

Cash at bank and in hand

3,397,931

1,300,393

9,456,516

10,762,556

CREDITORS

Amounts falling due within one year

12

1,521,890

2,774,268

NET CURRENT ASSETS

7,934,626

7,988,288

TOTAL ASSETS LESS CURRENT LIABILITIES

8,842,604

8,872,434

PROVISIONS FOR LIABILITIES

15

131,500

102,500

NET ASSETS

8,711,104

8,769,934

CAPITAL AND RESERVES

Called up share capital

16

750,000

750,000

Retained earnings

17

7,961,104

8,019,934

SHAREHOLDERS' FUNDS

8,711,104

8,769,934

The financial statements were approved by the Board of Directors and authorised for issue on 24 April 2024 and were signed on its behalf by:

G A Berry IV - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2022

750,000

6,268,720

7,018,720

Changes in equity

Total comprehensive income

-

1,751,214

1,751,214

Balance at 31 December 2022

750,000

8,019,934

8,769,934

Changes in equity

Dividends

-

(806,973

)

(806,973

)

Total comprehensive income

-

748,143

748,143

Balance at 31 December 2023

750,000

7,961,104

8,711,104

1.	STATUTORY INFORMATION

TC Industries Of Europe 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.

The presentation currency of the financial statements is the Pound Sterling (£), rounded to the nearest £.

The significant accounting policies applied in the preparation of these financial statements are set out below.

These policies have been consistently applied to all years presented unless otherwise stated.

2.	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.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 33.7.

Significant judgements and estimates

In the application of the companies accounting policies. 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. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Significant judgements

The judgement (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that has the most significant effect on the amounts recognised in the financial statements is that the value of work in progress is 50% complete at the year end.

Work in progress includes both the steel price and an element for the work done. Given the relative low value of the work done compared to the steel price and the fact that goods are at all stages of completion from 1% to 99% at the year end, an average of 50% seems reasonable.

Turnover

Turnover represents amounts invoiced in respect of goods sold during the year and also comprises income from providing heat treatment services, excluding value added tax. Turnover is recognised on dispatch of goods or on completion of the heat treatment service.

Tangible fixed assets

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

Freehold property

- 5 to 30 years

Plant and machinery

- 7 to 10 years

Motor vehicles

- 5 years

Computer equipment

- 3 to 5 years

Tangible fixed assets are stated at the lower of cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Impairment

Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the assets cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

Taxation

Current tax represents the amount of tax payable or receivable in respect of the taxable profit (or loss) for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. 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.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Debtors and creditors receivable/payable within one year

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other

administrative expenses.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2023

2022

£

£

Europe

7,363,029

9,732,432

Rest of the World

5,387,430

8,949,880

12,750,459

18,682,312

4.	EMPLOYEES AND DIRECTORS

2023

2022

£

£

Wages and salaries

1,871,939

2,372,696

Social security costs

165,814

226,611

Other pension costs

59,783

63,230

2,097,536

2,662,537

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

2023

2022

Management

6

7

Administration

3

2

Production

59

64

68

73

2023

2022

£

£

Directors' remuneration

-

-

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2023

2022

£

£

Hire of plant and machinery

-

14,908

Depreciation - owned assets

277,566

284,475

Profit on disposal of fixed assets

-

(1,650

)

Auditors remuneration

9,100

8,800

Foreign exchange differences

33,425

3,999

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2023

2022

£

£

Interest on taxation

4,499

-

7.

TAXATION

Analysis of the tax charge

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

2023

2022

£

£

Current tax:

UK corporation tax

173,000

316,000

PY-respective adjustments

3,766

(908

)

Total current tax

176,766

315,092

Deferred taxation

29,000

27,900

Tax on profit

205,766

342,992

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:

2023

2022

£

£

Profit before tax

953,909

2,094,206

Profit multiplied by the standard rate of corporation tax in the UK of 23.520% (2022 - 19%)

224,359

397,899

Effects of:

Expenses not deductible for tax purposes

4,409

(1,850

)

Adjustments to tax charge in respect of previous periods

3,766

(908

)

Research and development claim

(34,650

)

(66,094

)

Deferred tax movement

8,037

(6

)

Current year provision

557

282

Increase in rate of tax

-

24,603

Super deduction

(712

)

(10,934

)

Total tax charge

205,766

342,992

The rate of Corporation Tax shown this year is the effective rate upon the increase from 19% to 25% during the year.

8.

DIVIDENDS

2023

2022

£

£

Ordinary shares of 1 each

Interim

806,973

-

9.	TANGIBLE FIXED ASSETS

Freehold

Plant and

Computer

property

machinery

equipment

Totals

£

£

£

£

COST

At 1 January 2023

2,216,462

7,077,470

109,268

9,403,200

Additions

-

292,772

8,626

301,398

Disposals

-

(37,525

)

-

(37,525

)

At 31 December 2023

2,216,462

7,332,717

117,894

9,667,073

DEPRECIATION

At 1 January 2023

2,025,374

6,384,413

109,267

8,519,054

Charge for year

16,548

260,683

335

277,566

Eliminated on disposal

-

(37,525

)

-

(37,525

)

At 31 December 2023

2,041,922

6,607,571

109,602

8,759,095

NET BOOK VALUE

At 31 December 2023

174,540

725,146

8,292

907,978

At 31 December 2022

191,088

693,057

1

884,146

10.

STOCKS

2023

2022

£

£

Raw materials

2,989,813

3,618,158

Work-in-progress

399,669

271,115

Finished goods

584,864

799,326

3,974,346

4,688,599

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Trade debtors

1,814,397

4,107,661

Other debtors

157,760

204,805

Prepayments and accrued income

112,082

461,098

2,084,239

4,773,564

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2023

2022

£

£

Trade creditors

898,390

1,339,171

Amounts owed to group undertakings

195,070

152,225

Taxation

109,428

316,000

Social security and other taxes

42,226

48,134

Other creditors

37,342

14,380

Accruals and deferred income

239,434

904,358

1,521,890

2,774,268

13.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2023

2022

£

£

Within one year

10,668

6,106

Between one and five years

21,695

5,731

32,363

11,837

14.	SECURED DEBTS

The bank holds a fixed and floating charge over the undertaking and all property and assets present and future including goodwill, bookdebts, uncalled capital, buildings, fixtures, fixed plant and machinery.

15.	PROVISIONS FOR LIABILITIES

2023

2022

£

£

Deferred taxation

131,500

102,500

Deferred

tax

£

Balance at 1 January 2023

102,500

Charge to Statement of Comprehensive Income during year

29,000

Balance at 31 December 2023

131,500

16.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2023

2022

value:

£

£

750,000

Ordinary

1

750,000

750,000