Registered number: 07205003
TP-Link UK Limited
Annual report and financial statements
For the year ended 31 December 2021
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TP-Link UK Limited
Company Information
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Chunlei Liu (appointed 7 July 2021)
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Jianjun Zhao (resigned 18 March 2022)
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Chartered Accountants & Statutory Auditor
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TP-Link UK Limited
Contents
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Directors' responsibilities statement
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Independent auditors' report
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Consolidated statement of comprehensive income
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Consolidated balance sheet
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Consolidated statement of changes in equity
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Company statement of changes in equity
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Consolidated Statement of cash flows
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Notes to the financial statements
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TP-Link UK Limited
Group strategic report
For the year ended 31 December 2021
The directors present their strategic report for the year ended 31 December 2021.
The results of the group for the year shown on page 11. The financial position of the group at 31 December 2021 is shown on page 12.
Principal risks and uncertainties
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The principal risks and uncertainties faced by the group are as below:
The technologic updating of products - more competitors are joining the market and developing new technology to introduce revolutionary products, which may have a negative effect on our product sale.
Currency risks - the group is exposed to foreign exchange risk for transactions made from outside of the group including product purchases. Foreign exchange risk arising from such transactions is monitored and managed through the group by reducing the risk exposure in certain ways.
Economic risks - As a result of the COVID pandemic and war in Ukraine, the economic environment is challenging and providing more uncertainties on the supply chain and the market. It may have unexpected impacts on the performance of the business.
Financial key performance indicators
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Key performance indicators of the group are considered to be turnover and operating profit. The group turnover amounted to £526m for the 12 months ended 31 December 2021, compared to £510m for 12 months ended 31 December 2020, with a 3% increase. The group operating profit amounted to £95m for the 12 months ended 31 December 2021 compared to £116m for the 12 months ended 31 December 2020.
Funding and going concern
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The group's business activities together with the factors likely to affect its future development, performance and position are set out below.
On the basis of rapid growing business and profitability, the group its cautiously maintaining liquidity to ensure that sufficient funds are available for ongoing operations and future development.
Future strategy
Our key goal for the next financial year is to keep global market share in wireless networking products and smart home products. We will have more funds invested into the B2B sector to develop a new growth point for the business.
We believe that TP-Link's long term strategy, which is to concentrate on delivering reliable products for our customers, is the right one to continue with our success over the long run.
Page 1
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TP-Link UK Limited
Group strategic report (continued)
For the year ended 31 December 2021
Directors' statement of compliance with duty to promote the success of the Group
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The company and group's directors ("the Directors") were selected on the basis of their integrity, their success in the industry and markets, their relevant experience and ability to guide and advice the company and group.
The Directors are aware of his responsibilities under section 172 of the Companies Act 2006, and ensure that their responsibilities under section 172 are fulfilled in the course of their work.
The Directors participates in regular senior management meetings to understand challenges and opportunities the company is facing, to discuss key decisions and to review the consequences of those decisions against the company and group's long-term strategies.
In the course of their decision making, and in accordance with his obligations and requirements of section 172, the Directors have regard to the interests of the company and group's employees. The company and group places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees. This is achieved through formal or informal meetings during their visits to the UK. Employee representatives are consulted regularly on a wider range of matters affecting their current and future interests.
The Directors have a key role in both customer and supplier management to enhance and develop the business with both parties. The Directors have regular contact with customers and suppliers through business meetings during their visits to the UK and regular engagements in the discussions on businesses with customers and suppliers.
The company and group recognises the importance of it environmental responsibilities and aims to comply with all relevant environmental legislation.
The Directors continue to monitor the impact of the company and group's operations on the community, and have regard to the desirability of the company and group to maintain a reputation for high standards of business conduct, which is recognised as a key factor of long term success of business for the company and group.
This report was approved by the board on 2 June 2023 and signed on its behalf.
Page 2
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TP-Link UK Limited
Directors' report
For the year ended 31 December 2021
The directors present their report and the financial statements for the year ended 31 December 2021.
The principal activity of the group continues to be a wholesaler of networks communication equipment.
The profit for the year, after taxation, amounted to £69,513,000 (2020 - £87,795,000).
Dividends distributed in the year ended 31 December 2021 total £24,138,000 (2020 - £9,790,000).
The directors who served during the year were:
Chunlei Liu (appointed 7 July 2021)
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Jianjun Zhao (resigned 18 March 2022)
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Our key goal for the next financial year is to keep the market share in wireless networking products and improve the exposure of smart home products. We will also implement proper cost control on business to realise a better performance. We believe that TP-Link's long term strategy, which is to concentrate on delivering reliable products for our customer, is the right tone to continue with our success over the long run.
The group's operation is exposed to a variety of financial risks that includes the effects of changes in credit risks, liquidity risks, price risks and interest rate risks.
The group has in place a risk management programme that seeks to limit the possible side effects on financial performance by monitoring levels of cash. The monitoring of financial risk management is the responsibility of the Directors.
Credit Risk
Credit risk is minimised by operating as far as possible on a cash basis. The group has in place a system of monthly budgeting and management accounts, and these internal controls will pinpoint any problem areas very quickly and enable remedial action to be taken.
Liquidity cash flow risk
The group maintains balances on its bank accounts within limits agreed with its bankers to ensure that there are sufficient funds for operations.
Price risk
Expenditure incurred by the group is authorised by management in order to ensure that goods and services are not obtained at a higher price than necessary.
Foreign exchange transactional currency exposure
The group is exposed to currency risk due to a significant proportion of its payments being denominated in non-sterling currencies the net exposure of each currency is monitored and managed by the use of forward foreign exchange contracts as considered appropriate by management.
Page 3
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TP-Link UK Limited
Directors' report (continued)
For the year ended 31 December 2021
Streamlined energy and carbon reporting
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The company, as a subsidiary of the group, follows the sustainability strategy of the group and took local initiatives in the UK market. The company is acting as an importer and distributor, responsible for selling products supplied from the group. Through product innovation, the group has increased the use of renewable energy and reduced carbon emissions.
From the local perspective, the main energy emissions relate to electricity and gas consumption in the company’s office and warehouse. The company drives energy efficiency in the premise by introducing and encouraging good practice behaviour to reduce unnecessary energy consumption.
In line with the The Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, for the year ended 31 December 2021, our energy use and greenhouse gas (GHG) emissions are set out below.
1) Emissions from purchased electricity - 30.36 tCO2e
2) Emissions from consumption of gas – 7.22 tCO2e
3) Emissions from business travel in rental or employee-owned vehicles where the academy trust is responsible for purchasing the fuel - 4.66 tCO2e
Total gross emissions: 42.24 tCO2e
Emissions per £m turnover: 0.75 tCO2e per £m turnover
Quantification and reporting methodology
We have followed the 2019 HM Government Environmental Reporting Guidelines. We have also used the GHG Reporting Protocol – Corporate Standard and have used the 2021 UK Government's Conversion Factors for Company Reporting. Data sources includes billing and invoices from suppliers. Data for business travel mileage is from employee’s claims.
Intensity measurement
The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £m turnover.
Employee involvement
The group will give full and fair consideration to applications for employment from registered disabled people when vacancies occur and retain any employees who may become disabled.
The group places considerable value on the involvement of its employees and has continued its practice of keeping them informed on matters affecting them as employees.
Disclosure of information to auditors
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Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and
∙the director 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 and the Group's auditors are aware of that information.
Post balance sheet events
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There have been no significant events affecting the Group since the year end.
Page 4
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TP-Link UK Limited
Directors' report (continued)
For the year ended 31 December 2021
Under section 487(2) of the Companies Act 2006, Kreston Reeves LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board on 2 June 2023 and signed on its behalf.
Page 5
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TP-Link UK Limited
Directors' responsibilities statement
For the year ended 31 December 2021
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group'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;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Page 6
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited
We have audited the financial statements of TP-Link UK Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2021, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:
∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2021 and of the Group's 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 qualified opinion
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Due to the outbreak of war in Ukraine, we were unable to obtain sufficient audit evidence to satisfy ourselves concerning the financial results of the subsidiary, TP-LINK UKRAINE LLC, at 31 December 2020, of which the results are included in the comparative consolidated results of the group. Consequently we were unable to determine whether any adjustment to these results were necessary.
TP-LINK UKRAINE LLC, net assets were £4,221,000 in the consolidated balance sheet as at 31 December 2020, and net turnover of £19,914,000 and profit after tax of £3,221,000 is included in consolidated income for the year then ended. Our opinion on the current period’s financial statements is also modified because of the possible effect of this matter on the current period's figures and the comparability of the corresponding figures.
In addition, were any adjustments to the matter referred to above to be required, the Group strategic report and Director's report comparatives would also need to be amended.
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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.
Conclusions relating to going concern
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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 Group's or the parent 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.
Page 7
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited (continued)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
As described in the Basis for qualified opinion on other matters prescribed by the Companies Act 2006 section of our report we have concluded that a material misstatement of the other information exists.
As described in the basis for qualified opinion section of our report, we were unable to obtain sufficient audit evidence to satisfy ourselves concerning the financial results of the subsidiary, TP-LINK UKRAINCE LLC, at 31 December 2020, of which the results are included in the consolidated results of the Group. Consequently we were unable to determine whether any adjustment to these results were necessary.
We have concluded that where the other information refers to the comparative results and profit for the year and the financial position of the group, it may be materially misstated for the same reasons.
Qualified opinion on other matters prescribed by the Companies Act 2006
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Except for the matter described in the Basis for qualified opinion on other matters prescribed by the Companies Act 2006 section of our report, in our opinion, based on the work undertaken in the course of the audit, the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements.
Basis for qualified opinion on other matters prescribed by the Companies Act 2006
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Except for the matter described in the basis for qualified opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group strategic report and the Director's report for the financial year which the financial statements are prepared is consistent with the financial statements; and
∙the Group strategic report and Director's report have been prepared in accordance with applicable legal requirements.
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited (continued)
Matters on which we are required to report by exception
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Except for the matter described in the Basis for qualified opinion, in the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report and the Directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the parent Company 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
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As explained more fully in the Directors' responsibilities statement set out on page 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.
Page 9
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited (continued)
Auditors' responsibilities for the audit of the financial statements
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Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.
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:
Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the group and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to Electrical equipment safety regulations, Waste Electrical and Electronic Equipment regulations health and safety, anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, taxation and pension legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated 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 posting inappropriate journal entries to increase revenue or reduce expenditure, management bias in accounting estimates and judgemental areas of the financial statements such as the calculation of warranty provision. Audit procedures performed by the group engagement team and component auditors included:
∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations and fraud; and
∙Assessment of identified fraud risk factors; and
∙Challenging assumptions and judgements made by management in its significant accounting estimates; and
∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and
∙For the parent company, performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and
∙Identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation; and
∙Discuss and obtain findings from component auditors, regarding the subsidiary undertakings.
Page 10
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited (continued)
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. This 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.
As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
∙Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
∙Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Page 11
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TP-Link UK Limited
Independent auditors' report to the members of TP-Link UK Limited (continued)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
Peter Manser FCA DChA (Senior statutory auditor)
for and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
Canterbury
5 June 2023
Page 12
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TP-Link UK Limited
Consolidated statement of comprehensive income
For the year ended 31 December 2021
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Profit on disposal of subsidiary undertakings
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Interest receivable and similar income
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Interest payable and similar expenses
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Profit for the financial year
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Currency translation differences
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Other comprehensive income for the year
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Total comprehensive income for the year
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Profit for the year attributable to:
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Owners of the parent Company
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There were no recognised gains and losses for 2021 or 2020 other than those included in the consolidated statement of comprehensive income.
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The notes on pages 21 to 42 form part of these financial statements.
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Page 13
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TP-Link UK Limited
Registered number: 07205003
Consolidated balance sheet
As at 31 December 2021
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Debtors: amounts falling due after more than one year
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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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Provisions for liabilities
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Capital redemption reserve
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 2 June 2023.
The notes on pages 21 to 42 form part of these financial statements.
Page 14
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TP-Link UK Limited
Registered number: 07205003
Company balance sheet
As at 31 December 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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Provisions for liabilities
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Capital redemption reserve
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Profit and loss account brought forward
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Other changes in the profit and loss account
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Profit and loss account carried forward
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 2 June 2023.
The notes on pages 21 to 42 form part of these financial statements.
Page 15
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Consolidated statement of changes in equity
For the year ended 31 December 2021
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Capital redemption reserve
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Comprehensive income for the year
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Currency translation differences
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Total comprehensive income for the year
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Dividends: Equity capital
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Shares redeemed during the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total transactions with owners
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 21 to 42 form part of these financial statements.
|
Page 16
|
Consolidated statement of changes in equity
For the year ended 31 December 2020
|
|
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Capital redemption reserve
|
|
|
|
|
Equity attributable to owners of parent Company
|
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|
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|
|
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|
|
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|
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Comprehensive income for the year
|
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|
|
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|
|
|
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|
|
|
Currency translation differences
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
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Dividends: Equity capital
|
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|
|
|
|
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|
|
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|
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Shares redeemed during the year
|
|
|
|
|
|
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|
|
|
Transfer to/from profit and loss account
|
|
|
|
|
|
|
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Transfer between other reserves
|
|
|
|
|
|
|
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Total transactions with owners
|
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|
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|
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|
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|
The notes on pages 21 to 42 form part of these financial statements.
|
Page 17
|
Company statement of changes in equity
For the year ended 31 December 2021
|
|
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Capital redemption reserve
|
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|
|
|
|
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|
|
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|
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|
|
|
|
|
Comprehensive income for the year
|
|
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|
|
|
|
|
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|
|
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Dividends: Equity capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares redeemed during the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends: Equity capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares redeemed during the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 21 to 42 form part of these financial statements.
|
Page 18
|
TP-Link UK Limited
Consolidated statement of cash flows
For the year ended 31 December 2021
Cash flows from operating activities
|
|
|
Profit for the financial year
|
|
|
|
|
|
Amortisation of intangible assets
|
|
|
Depreciation of tangible assets
|
|
|
Loss on disposal of tangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Decrease/(increase) in debtors
|
|
|
Decrease/(increase) in amounts owed by groups
|
|
|
Increase/(decrease) in creditors
|
|
|
(Decrease)/increase in amounts owed to groups
|
|
|
|
|
|
|
|
|
Profit on disposal of subsidiaries
|
|
|
Net cash generated from operating activities
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
Purchase of intangible fixed assets
|
|
|
Sale of intangible assets
|
|
|
Purchase of tangible fixed assets
|
|
|
Sale of tangible fixed assets
|
|
|
Disposal of subsidiaries (net of cash disposed)
|
|
|
|
|
|
Net cash from investing activities
|
|
|
Page 19
|
TP-Link UK Limited
Consolidated statement of cash flows (continued)
For the year ended 31 December 2021
|
|
|
Cash flows from financing activities
|
|
|
Purchase of ordinary shares
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
Net increase in cash and cash equivalents
|
|
|
Cash and cash equivalents at beginning of year
|
|
|
Foreign exchange gains and losses
|
|
|
Cash and cash equivalents at the end of year
|
|
|
|
|
|
Cash and cash equivalents at the end of year comprise:
|
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Page 20
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
TP-Link UK Limited ("the Company") is a private company limited by shares and is incorporated in England with the registration number 07205003. The address of the registered office is Unit 2 & 3 Riverview, Cardiff Road, Reading, Berkshire, RE1 8EW.
The company and its subsidiaries (together "the Group") operate as wholesalers of network communication equipment. Further information on the activities of the group is included as part of the strategic report on pages 1 to 2.
2.Accounting policies
|
|
Basis of preparation of financial statements
|
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 Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.
The presentation currency of the financial statements of the Group is Pounds Sterling.
The financial statements are rounded to the nearest thousand Pound.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
All of the company's subsidiary undertakings were acquired as part of a series of group reconstructions, with no change in ultimate equity holders of the acquired subsidiary. The directors have taken advantage of the option in FRS 102 to accounting for these group reconstructions using merger accounting method.
Under merger accounting the results and cash flows of all combining entities are brought into the financial statements of the group from beginning of the financial year in which the combination occurred, adjusted to achieve uniformity of accounting policies. The comparative information is restated by including the total comprehensive income for all combining entities for the previous reporting period, and their statement of financial position for the previous reporting date.
On acquisition the carrying values of assets and liabilities of the subsidiary undertaking are not adjusted to fair value, and no goodwill is recognised by the group as a consequence of the business combination.
In accordance with the transitional exemption available in FRS 102, the group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 April 2014.
Page 21
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
2.Accounting policies (continued)
The business activities, together with the factors likely to affect its future development, performance, and position are set out in the strategic report, in addition to a description of the group's policies and procedures to manage their principle risks and uncertainties.
The group overall is in a strong net asset position with turnover of £526M. This reflects continued demand for the product offering. The group has continued to make a profit.
Consequently, the directors are confident that there will be sufficient funds to continue to meet liabilities as they fall due to at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Page 22
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
2.Accounting policies (continued)
|
|
Tangible fixed assets (continued)
|
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Investments in subsidiaries comprise investments in share capital and funding provided to subsidiary companies that is not expected to be repaid in the short term and are accounted for at cost less any provision for impairment in value.
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 weighted average basis. Work in progress and finished goods include labour and attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
|
|
Cash and cash equivalents
|
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Page 23
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
2.Accounting policies (continued)
|
|
Financial instruments (continued)
|
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated statement of comprehensive income.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the balance sheet date.
Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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.
Page 24
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
2.Accounting policies (continued)
|
|
Foreign currency translation
|
Functional and presentation currency
The Company's functional and presentational currency is Pounds Sterling.
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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
|
|
Operating leases: the Group as lessee
|
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.
Page 25
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
2.Accounting policies (continued)
Interest income is recognised in profit or loss using the effective interest method.
|
|
Provisions for liabilities
|
Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.
Tax is recognised in profit or loss 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 balance sheet date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
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 balance sheet date.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
Page 26
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
Judgements in applying accounting policies and key sources of estimation uncertainty
|
The preparation of the financial statements requires the directors to make judgements, estimates and assumptions that can affect the amounts reported for assets and liabilities, and the results for the year. The nature of estimation is such though that actual outcomes could differ significantly from those estimates.
The following judgements have had the most significant impact on amounts recognised in the financial statements:
Investments
The investments in subsidiary undertakings are recorded at cost and have not been impaired except for TP-LINK Research America as detailed in Note 29. The directors consider that no impairment is required for the remaining investments based on their knowledge of the subsidiary companies and the intentions of the owners and directors of the ultimate parent company to support trading in all subsidiaries as required. Except for TP-Link Research America, the amounts owed from subsidiary company undertakings have not been impaired as the directors consider that these debts will be recovered in full.
Lease commitments
The group has entered into a range of lease commitments in respect of property, plant and equipment. The classification of these leases as either financial or operating leases requires the directors to consider whether the terms and conditions of each lease are such that the group has acquired the risks and rewards associated with the ownership of the underlying assets.
Stock provisioning
The group designs, manufactures and sells wireless networking products and is subject to changing consumer demands (and fashion trends). As a result it is necessary to consider the recoverability of the cost of stocks and the associated provisioning required. When calculating the inventory provision, management considers the nature and condition of the inventory, as well as applying assumptions around anticipated sales of finished goods and future usage of raw materials. See note 18 for the net carrying value of stocks and associated provision.
Provisions
The group has recognised a provision in respect of warranty guarantees on defective products returned after sale. The judgements, estimates and associated assumptions necessary to calculate these provisions is based on historical experience and other reasonable factors. See note 23.
Page 27
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
|
|
|
|
Revenue discounts and rebates
|
|
|
|
|
|
|
|
|
|
|
Analysis of turnover by country of destination:
|
|
|
The operating profit is stated after charging:
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation of tangible fixed assets
|
|
|
|
Loss on disposal on tangible assets
|
|
|
|
Amortisation of intangible assets
|
|
|
|
|
|
|
|
Other operating lease rentals
|
|
|
Page 28
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
|
|
During the year, the Group obtained the following services from the Company's auditors and their associates:
|
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|
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Fees payable to the Company's auditors and their associates for the audit of the consolidated and parent Company's financial statements
|
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|
|
Fees payable to the Company's auditors and their associates in respect of:
|
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|
All non-audit services not included above
|
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|
|
|
|
Staff costs, including directors' remuneration, were as follows:
|
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|
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Cost of defined contribution scheme
|
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|
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|
|
The average monthly number of employees, including the directors, during the year was as follows:
|
Page 29
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
Other interest receivable
|
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|
|
Interest payable and similar expenses
|
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Other loan interest payable
|
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|
Current tax on profits for the year
|
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Foreign tax on income for the year
|
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|
|
Taxation on profit on ordinary activities
|
|
|
Page 30
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
12.Taxation (continued)
|
Factors affecting tax charge for the year
|
|
The tax assessed for the year is higher than (2020 - higher than) the standard rate of corporation tax in the UK of 19% (2020 - 19%). The differences are explained below:
|
|
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|
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|
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|
|
|
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|
|
Profit on ordinary activities before tax
|
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|
|
Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020 - 19%)
|
|
|
|
|
|
|
|
Permanent differences leading to an increase/ (decrease) in taxation
|
|
|
|
Total tax charge for the year
|
|
|
|
Factors that may affect future tax charges
|
As part of the Finance Bill 2021, which was substantively enacted on 24 May 2021, the corporation tax main rate is to change from 1 April 2023. From this date the main rate will increase on 1 April 2023 to 25%, for companies with taxable profit above £250,000. Companies with taxable profits below £50,000 will continue to pay at 19%, and marginal relief will apply between these thresholds.
Deferred taxes have been measured using rates substantively enacted at the reporting date and reflected in these financial statements.
|
Parent company profit for the year
|
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £36,875,000 (2020 - £46,991,000).
Page 31
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
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Foreign exchange movement
|
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|
|
|
|
|
|
|
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|
|
Charge for the year on owned assets
|
|
|
Foreign exchange movement
|
|
|
|
|
|
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|
|
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|
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Page 32
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
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Charge for the year on owned assets
|
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Page 33
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
16.Tangible fixed assets (continued)
|
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Charge for the year on owned assets
|
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Page 34
|
TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
|
Investments in subsidiary companies
|
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In the opinion of the directors the value of these investments as at 31 December 2021 is not less than the aggregate amount in the balance sheet at that date as such they do not consider any further impairment provision is required. Further information on this risk and the assessment of the directors is included in note 3.
The directors are satisfied the appropriate value will be received for amounts owed by related undertaking in due course and therefore no further impairment is required to be made against carrying values. Further information on this risk and the assessment of the directors is included in note 3.
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Page 35
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
|
|
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The following were subsidiary undertakings of the Company:
|
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145 South State College Blvd. Suite 400, Brea, CA 92821
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88 Fulton Way, Richmond Hill, ON, Canada, L4B 1J5
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TP-Link Australia Pty Ltd
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Unit 4, 9-11 South Street, Rydalmere, NSW 2116, Australia
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TP-Link Technologies South Africa (Pty) Ltd
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155 5th Street, Sandton, JHB, 2196
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2-9-1 Nishi Simbashi Minato-ku, Tokyo PMO Nishi Shinbashi 8th Floor
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12th Floor, Yulchon Building, 24-1 Yeouido-dong, Yeongdeungpo-gu, Seoul
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13F., No. 156, Section 1. Zhongshan,Rd., Banciao District, New Taipei Country 220, Taiwan (ROC)
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Ukraine, 03057, Kiev, ul. Metallistov, 20, Office Centre VEDA, 2nd floor
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Forumvagem 14, 131 53 Nacka
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TP- Link Research America Corp
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245 Charocot Ave, San Jose CA, 95131
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The principal activity of all subsidiary undertakings is that of the design, manufacture and selling of wireless networking products.
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Page 36
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
Subsidiary undertakings (continued)
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The aggregate of the share capital and reserves as at 31 December 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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TP-Link Australia Pty Ltd
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TP-Link Technologies South Africa (Pty) Ltd
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TP- Link Research America Corp
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Raw materials and consumables
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Finished goods and goods for resale
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The difference between purchase price or production cost of stocks and their replacement cost is not material.
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Page 37
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
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Due after more than one year
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Amounts owed by group undertakings
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Prepayments and accrued income
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Page 38
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
The group's operation is exposed to a variety of financial risks that includes the effects of changes in credit risks, liquidity risks, price risks and interest rates risk.
The group has in place a risk management programme that seeks to limit the possible side effects on financial performance by monitoring levels of cash. The monitoring of financial risk management is the responsibility of the Directors.
Credit Risk
Credit risk is minimised by operating as far as possible on a cash basis. The group has in place a system of monthly budgeting and management accounts, and these internal controls will pinpoint any problem areas very quickly and enable remedial action to be taken.
Liquidity cash flow risk
The group maintains balances on its bank accounts within limits agreed with its bankers to ensure that there are sufficient funds for operations.
Price risk
Expenditure incurred by the group is authorised by management in order to ensure that goods and services are not obtained at a higher price than necessary.
Interest rate risk
The group is exposed to interest rate risk on the available funding facilities.
Foreign exchange transactional currency exposure
The group is exposed to currency risk due to a significant proportion of its payments being denominated in non-sterling currencies. The net exposure of each currency is monitored and managed by the use of forward foreign exchange contracts as considered appropriate by management.
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Charged to profit or loss
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Foreign exchange movement
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Page 39
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
23.Provisions (continued)
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The warranty provision represents the guarantee of 3-5 years warranty for the defective products returned after their sale.
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Allotted, called up and fully paid
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21,950,386 (2020 - 50,950,386) Ordinary shares of £1.00 each
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During the year, the company reduced its share capital from 50,950,386 Ordinary shares of £1 each to 21,950,386 Ordinary shares of £1 each. A transfer to the capital redemption reserve has been recognised in relation to this transaction.
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Page 40
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
Capital redemption reserve
This reserve records the nominal value of the shares repurchased by the Group.
Foreign exchange reserve
This reserve comprises translation differences arising from the translation of financial statements of the group's foreign entities into Pounds Sterling.
Notional share capital reserve
Under the principles of merger accounting, a notional share capital reserve has been recognised in prior
accounting periods equivalent to the value of shares issued by the company as consideration for the
acquisition of subsidiary undertakings.
Other reserves
This reserve represents capital contributions received from the group's parent undertaking.
Merger Reserve
The merger reserve reflects the difference between the nominal value of shares issued by the company as consideration when acquiring subsidiary undertakings and the value of the shares acquired.
Profit and loss account
This reserve comprises all current and prior period retained profits and losses after deducting any distributions made to the company’s shareholders.
The group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £671,000 (2020: £661,000).
Page 41
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TP-Link UK Limited
Notes to the financial statements
For the year ended 31 December 2021
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Commitments under operating leases
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At 31 December 2021 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Related party transactions
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The company is exempt from disclosing related party transactions with other companies that are wholly owned within the group. The following are related party transactions outside of the group:
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Sales with companies under common control
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Purchases with companies under common control
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Balance owing from companies under common control
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Amounts owed to companies under common ownership
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Loans from companies under common control
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Interest due on loans to companies under common control
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Loans to companies under common control
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Interest due on loans from companies under common control
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Post balance sheet events
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TP-Link Research America Corp. was dissolved on 12 December 2022. An impairment charge for the investment value totalling £3,689,000 was recognised in TP-Link UK Limited in the year ended 31 December 2021.
Big Field International Limited is the group's immediate parent company.
The group's directors consider that the group's ultimate parent company is Ivy Grove Limited, a company incorporated in the British Virgin Islands.
Page 42
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