Company Registration No. 11111042 (England and Wales)
TOURSTAN GLOBAL LIMITED
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2022
TOURSTAN GLOBAL LIMITED
CONTENTS
Page
Company information
1
Strategic report
2 - 3
Director's report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group statement of financial position
11
Company statement of financial position
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Company statement of cash flows
16
Notes to the financial statements
17 - 31
TOURSTAN GLOBAL LIMITED
COMPANY INFORMATION
- 1 -
Director
S. Kamyar
Company number
11111042
Registered office
6th Floor Kings House
9-10 Haymarket
London
SW1Y 4BP
Auditor
TC Group
6th Floor Kings House
9-10 Haymarket
London
United Kingdom
SW1Y 4BP
Business address
c/o Empiric Solutions Limited
First Floor
One Old Jewry
London
EC2R 8DN
TOURSTAN GLOBAL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -

The director presents the strategic report and financial statements of the company and the group for the year ended 31 December 2022.

Fair review of the business

The principal activity of the group is that of an international technology and transformation recruitment consultancy specialising in data, digital, cloud and security and providing contingent and retained recruitment services across these niche areas.

 

The group operates in the UK and has further expanded across western and central Europe, the Nordics and North America.

Key performance indicators

The key financial highlights of the group are as follows;

 

2022
2021
Turnover
£53m
£38m
Gross Profit
£13m
£9.3m
Operating profit
£2.4m
£1.1m
(before interest and exceptional costs)
The board considers gross profit (permanent and contractor revenues less contractor costs) and operating profit before interest and exceptional costs as the two principal KPI's that drive the business in the short to long term.
The gross profit has increased as a result of sales in higher margin sectors of the business.
Principal risks and uncertainties

The principal risks facing the group are customer credit, liquidity, regulatory and economic risks.

 

Customer credit risk

The group operates in a number of geographical locations and with a number of different clients, including start up technology companies. Historically bad debt has been low, to mitigate against the risk the group has invested in a skilled credit control team and are applying a tight focus on credit terms given to clients.

 

Liquidity risk

The group faces liquidity risk due to the timing difference between the payment to suppliers, contractors and staff and the receipt from clients for the related services. This risk is sufficiently mitigated and managed through invoice discounting borrowing facilities with our bank and cashflow management.

 

Regulatory Risks

Management continuously monitors any regulatory changes to ensure to full compliance and appropriately manage any associated business risk.

 

Economic Risks

Post year end, macroeconomic factors has seen a decrease in demand. Management have determined that it does not create a material uncertainty that casts significant doubt upon the group’s ability to continue as a going concern.

Future developments

The board are committed to growing the group through strong organic growth in existing geographies and markets which it operates in, to support this the board will continue to invest in our Learning & Development and internal recruitment functions to support planned headcount growth post year end to ensure we maximise opportunities.

 

The group is well placed to further strengthen its presence within the geographies it operates in, by the continued delivery of a high quality service.

TOURSTAN GLOBAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -

This report was approved by the board and signed on its behalf.

S. Kamyar
Director
29 September 2023
TOURSTAN GLOBAL LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 4 -

The director presents his annual report and financial statements of the company and the group for the year ended 31 December 2022.

Principal activities

The principal activity of the company is that of holding shares in its subsidiary undertakings. The principal activity of the group is that of recruitment consultancy.

Results and dividends

The results for the year are set out on page 10.

Ordinary dividends were paid amounting to £756,294. The director does not recommend payment of a further dividend.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

S. Kamyar
Auditor

The auditor, TC Group, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of director's responsibilities

The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:

 

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Strategic Report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by trueMedium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of; review of the business, principal risks and uncertainties and future developments.

TOURSTAN GLOBAL LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
S. Kamyar
Director
29 September 2023
TOURSTAN GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TOURSTAN GLOBAL LIMITED
- 6 -
Opinion

We have audited the financial statements of Tourstan Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in 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.

 

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 our audit:

TOURSTAN GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOURSTAN GLOBAL LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the 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 director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

Extent to which the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.

TOURSTAN GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOURSTAN GLOBAL LIMITED
- 8 -

Our approach was as follows:

 

 

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/Our-Work/Audit/Audit-and-assurance/Standards-and-guidance/Standards-and-guidance-for-auditors/Auditors-responsibilities-for-audit/Description-of-auditors-responsibilities-for-audit.aspx. This description forms part of our auditor’s report.

TOURSTAN GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOURSTAN GLOBAL LIMITED
- 9 -

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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Andrew Wilson (Senior Statutory Auditor)
For and on behalf of TC Group
Statutory Auditor
29 September 2023
Office: London
TOURSTAN GLOBAL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 10 -
2022
2021
Notes
£
£
Turnover
3
52,808,549
37,756,300
Cost of sales
(39,767,929)
(28,406,129)
Gross profit
13,040,620
9,350,171
Administrative expenses
(10,627,553)
(8,230,416)
Other operating income
36,000
-
Exceptional items
4
-
0
5,984
Operating profit
5
2,449,067
1,125,739
Interest receivable and similar income
8
16,040
-
0
Interest payable and similar expenses
9
(337,010)
(302,576)
Profit before taxation
2,128,097
823,163
Tax on profit
10
(349,851)
(110,314)
Profit for the financial year
1,778,246
712,849
Other comprehensive income
-
-
Total comprehensive income for the year
1,778,246
712,849
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The notes on pages 17 to 31 form part of these financial statements
TOURSTAN GLOBAL LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2022
31 December 2022
- 11 -
2022
2021
Notes
£
£
£
£
Fixed assets
Goodwill
13
4,988,241
4,988,241
Tangible assets
12
263,669
59,241
5,251,910
5,047,482
Current assets
Debtors
16
11,474,130
8,231,835
Cash at bank and in hand
2,781,175
1,327,372
14,255,305
9,559,207
Creditors: amounts falling due within one year
17
(14,228,221)
(10,258,643)
Net current assets/(liabilities)
27,084
(699,436)
Total assets less current liabilities
5,278,994
4,348,046
Creditors: amounts falling due after more than one year
18
-
(89,172)
Provisions for liabilities
Deferred tax liability
20
29,775
15,607
(29,775)
(15,607)
Net assets
5,249,219
4,243,267
Capital and reserves
Called up share capital
22
20,000
20,000
Share premium account
3,266,000
3,266,000
Profit and loss reserves
1,963,219
957,267
Total equity
5,249,219
4,243,267
The financial statements were approved and signed by the director and authorised for issue on 29 September 2023
29 September 2023
S. Kamyar
Director
Company registration number 11111042 (England and Wales)
TOURSTAN GLOBAL LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
31 December 2022
- 12 -
2022
2021
Notes
£
£
£
£
Fixed assets
Investments
14
6,572,000
6,572,000
Current assets
Debtors
16
3,030,427
2,048,659
Creditors: amounts falling due within one year
17
(5,816,427)
(4,834,659)
Net current liabilities
(2,786,000)
(2,786,000)
Net assets
3,786,000
3,786,000
Capital and reserves
Called up share capital
22
20,000
20,000
Share premium account
3,266,000
3,266,000
Profit and loss reserves
500,000
500,000
Total equity
3,786,000
3,786,000

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £756,294 (2021 - £382,000 profit).

The financial statements were approved and signed by the director and authorised for issue on 29 September 2023
29 September 2023
S. Kamyar
Director
Company registration number 11111042 (England and Wales)
TOURSTAN GLOBAL LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2021
20,000
3,266,000
626,418
3,912,418
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
-
712,849
712,849
Dividends
11
-
-
(382,000)
(382,000)
Balance at 31 December 2021
20,000
3,266,000
957,267
4,243,267
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
1,778,246
1,778,246
Dividends
11
-
-
(772,294)
(772,294)
Balance at 31 December 2022
20,000
3,266,000
1,963,219
5,249,219
TOURSTAN GLOBAL LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 14 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2021
20,000
3,266,000
500,000
3,786,000
Year ended 31 December 2021:
Profit and total comprehensive income for the year
-
-
382,000
382,000
Dividends
11
-
-
(382,000)
(382,000)
Balance at 31 December 2021
20,000
3,266,000
500,000
3,786,000
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
756,294
756,294
Dividends
11
-
-
(756,294)
(756,294)
Balance at 31 December 2022
20,000
3,266,000
500,000
3,786,000
TOURSTAN GLOBAL LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 15 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
26
348,039
(222,737)
Interest paid
(337,010)
(302,576)
Income taxes refunded/(paid)
6,637
(381,164)
Net cash inflow/(outflow) from operating activities
17,666
(906,477)
Investing activities
Purchase of tangible fixed assets
(267,297)
(84,896)
Repayment of loans
-
7,955
Interest received
40
-
0
Dividends received
16,000
-
0
Net cash used in investing activities
(251,257)
(76,941)
Financing activities
Repayment of bank loans
(201,615)
(195,589)
Dividends paid to equity shareholders
(772,294)
(382,000)
Net cash used in financing activities
(973,909)
(577,589)
Net decrease in cash and cash equivalents
(1,207,500)
(1,561,007)
Cash and cash equivalents at beginning of year
1,100,540
2,661,547
Cash and cash equivalents at end of year
(106,960)
1,100,540
Relating to:
Cash at bank and in hand
2,781,175
1,327,372
Bank overdrafts included in creditors payable within one year
(2,888,135)
(226,832)
TOURSTAN GLOBAL LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 16 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
27
(5,474)
(7,650)
Interest paid
(220,000)
(220,000)
Net cash outflow from operating activities
(225,474)
(227,650)
Investing activities
Dividends received
981,768
609,650
Net cash generated from investing activities
981,768
609,650
Financing activities
Dividends paid to equity shareholders
(756,294)
(382,000)
Net cash used in financing activities
(756,294)
(382,000)
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
-
0
-
0
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 17 -
1
Accounting policies
Company information

Tourstan Global Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 76 New Cavendish Street, London, W1G 9TB. The group's and company's place of business is First Floor, 1 Old Jewry, London, EC2R 8DN. The principal activities of the group and company are noted in the Strategic Report.

 

The group consists of Tourstan Global Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

1.3
Basis of consolidation

The consolidated financial statements incorporate those of Tourstan Global Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

 

All financial statements are made up to 31 December 2022. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.4
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 18 -
1.5
Turnover

The group's turnover represents amounts derived from the provision of services to third party customers net of VAT. Contract revenue is recognised as work is carried out in the period in which a contract is in place. Permanent placement fees are recognised in the period in which the candidate commences their new employment.

 

Contract revenue is recognised as work is carried out in the period in which a contract is in place. Permanent placement fees are recognised in the period in which the candidate commences their new employment.

The company is a holding company, whose only source of income is dividends declared from its subsidiaries before these are paid to the shareholders.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
33% straight line
Motor vehicles
Enter depreciation rate via StatDB - cd78

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.8
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 19 -
1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’.

 

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 20 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 21 -
1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the income statement for the period.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The directors believe there are no significant accounting estimates.

3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Contractor fees
49,668,628
35,200,323
Permanent placement fees
3,139,921
2,555,977
52,808,549
37,756,300
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
3
Turnover and other revenue
(Continued)
- 22 -
2022
2021
£
£
Turnover analysed by geographical market
United Kingdom
26,383,974
20,980,345
Europe
22,708,704
13,949,839
Rest of the World
3,715,871
2,826,116
52,808,549
37,756,300
2022
2021
£
£
Other revenue
Interest income
40
-
Dividends received
16,000
-
4
Exceptional item
2022
2021
£
£
Expenditure
Loan to subsidiary written off
-
(5,984)
5
Operating profit
2022
2021
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(74,604)
234,601
Depreciation of owned tangible fixed assets
62,869
49,162
Operating lease charges
917,119
837,388
6
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
-
7,500
Audit of the financial statements of the company's subsidiaries
50,000
32,200
50,000
39,700
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 23 -
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2022
2021
2022
2021
Number
Number
Number
Number
Recruitment consultants
80
43
-
-
Office and management (incl. directors)
21
24
1
1
Total
101
67
1
1

Their aggregate remuneration comprised:

Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
6,547,947
4,966,741
-
0
-
0
Social security costs
793,079
581,611
-
-
Pension costs
68,707
52,236
-
0
-
0
7,409,733
5,600,588
-
0
-
0

The Company has no employees other than the director, who did not receive any remuneration during the period.

8
Interest receivable and similar income
2022
2021
£
£
Interest income
Other interest income
40
-
Income from fixed asset investments
Income from shares in group undertakings
16,000
-
0
Total income
16,040
-
0
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 24 -
9
Interest payable and similar expenses
2022
2021
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
8,307
13,135
Interest on convertible loan notes
220,000
220,000
Interest on invoice finance arrangements
108,117
54,599
336,424
287,734
Other finance costs:
Other interest
586
14,842
Total finance costs
337,010
302,576
10
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
225,408
75,940
Adjustments in respect of prior periods
(27,574)
-
0
Total UK current tax
197,834
75,940
Foreign current tax on profits for the current period
137,849
29,059
Total current tax
335,683
104,999
Deferred tax
Origination and reversal of timing differences
14,168
5,315
Total tax charge
349,851
110,314
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
10
Taxation
(Continued)
- 25 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2022
2021
£
£
Profit before taxation
2,128,097
823,163
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
404,338
156,401
Tax effect of expenses that are not deductible in determining taxable profit
22,856
11,526
Research and development tax credit
(27,574)
-
0
Depreciation added back
10,750
8,846
Capital allowances deducted
(50,044)
(14,443)
Non-trading loan relationship deficits
111
2,635
Deferred tax movement
14,168
5,315
Other items to reconcile
(26,585)
(59,294)
Pension contributions
579
181
Provision against loan to subsidiary
-
(1,137)
Donations not deductible
1,252
284
Taxation charge
349,851
110,314
11
Dividends
2022
2021
Recognised as distributions to equity holders:
£
£
Interim paid
756,294
382,000
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 26 -
12
Tangible fixed assets
Group
Fixtures and fittings
Motor vehicles
Total
£
£
£
Cost
At 1 January 2022
147,491
-
0
147,491
Additions
123,195
144,102
267,297
At 31 December 2022
270,686
144,102
414,788
Depreciation and impairment
At 1 January 2022
88,250
-
0
88,250
Depreciation charged in the year
62,869
-
0
62,869
At 31 December 2022
151,119
-
0
151,119
Carrying amount
At 31 December 2022
119,567
144,102
263,669
At 31 December 2021
59,241
-
0
59,241
The company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
13
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2022 and 31 December 2022
4,988,241
Amortisation and impairment
At 1 January 2022 and 31 December 2022
-
0
Carrying amount
At 31 December 2022
4,988,241
At 31 December 2021
4,988,241
The company had no intangible fixed assets at 31 December 2022 or 31 December 2021.
14
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
6,572,000
6,572,000
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
14
Fixed asset investments
(Continued)
- 27 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022 and 31 December 2022
6,572,000
Carrying amount
At 31 December 2022
6,572,000
At 31 December 2021
6,572,000
15
Subsidiaries

Details of the company's subsidiaries at 31 December 2022 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Empiric Solutions Limited
England and Wales
Ordinary
100.00
Tourstan Group Limited
England and Wales
Ordinary
100.00
Empiric Solutions Inc
United States
Ordinary
100.00
Empiric Solutions GmbH
Germany
Ordinary
100.00

Empiric Solutions Limited, Empiric Solutions Inc and Empiric GmbH are 100% subsidiary undertakings of Tourstan Group Limited, making them 100% sub-subsidiaries of Tourstan Global Limited.

 

All the above subsidiaries are included in these consolidated financial statements.

16
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Trade debtors
8,241,636
5,154,942
-
0
-
0
Amounts owed by group undertakings
-
-
3,030,427
2,048,659
Other debtors
49,870
18,200
-
0
-
0
Prepayments and accrued income
3,182,624
3,058,693
-
0
-
0
11,474,130
8,231,835
3,030,427
2,048,659

Included in trade debtors is £6,750,441 (2021: £4,060,542) subject to an invoice discounting agreement and £2,888,135 (2021: £226,832) has been drawn down and is shown within bank loans and overdrafts in creditors due within one year.

TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 28 -
17
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans and overdrafts
19
2,974,776
425,916
-
0
-
0
Other borrowings
19
2,000,000
2,000,000
2,000,000
2,000,000
Trade creditors
4,413,125
3,059,020
-
0
-
0
Amounts owed to undertakings in which the group has a participating interest
-
0
-
0
3,816,427
2,834,659
Corporation tax payable
447,275
104,955
-
0
-
0
Other taxation and social security
365,939
316,982
-
-
Other creditors
629,158
526,219
-
0
-
0
Accruals and deferred income
3,397,948
3,825,551
-
0
-
0
14,228,221
10,258,643
5,816,427
4,834,659
18
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Bank loans and overdrafts
19
-
0
89,172
-
0
-
0
19
Loans and overdrafts
Group
Company
2022
2021
2022
2021
£
£
£
£
Bank loans
86,641
288,256
-
0
-
0
Bank overdrafts
2,888,135
226,832
-
0
-
0
Other loans
2,000,000
2,000,000
2,000,000
2,000,000
4,974,776
2,515,088
2,000,000
2,000,000
Payable within one year
4,974,776
2,425,916
2,000,000
2,000,000
Payable after one year
-
0
89,172
-
0
-
0
20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2022
2021
Group
£
£
Accelerated capital allowances
29,775
15,607
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
20
Deferred taxation
(Continued)
- 29 -
The company has no deferred tax assets or liabilities.
Group
Company
2022
2022
Movements in the year:
£
£
Liability at 1 January 2022
15,607
-
Charge to profit or loss
14,168
-
Liability at 31 December 2022
29,775
-
21
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
68,707
52,236

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

22
Share capital
Group and company
2022
2021
Ordinary share capital
£
£
Issued and fully paid
2,000,000 Ordinary shares of 1p each
20,000
20,000
23
Financial commitments, guarantees and contingent liabilities

The company has entered into various cross guarantees with fellow group companies in respect of amounts due for the group's bankers for bank loans and overdrafts.

24
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2022
2021
2022
2021
£
£
£
£
Within one year
496,003
460,890
-
-
Between two and five years
314,439
550,331
-
-
810,442
1,011,221
-
-
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 30 -
25
Directors' transactions

Dividends totalling £756,294 were paid in the year in respect of shares held by the company's directors.

Interest free loans have been granted by the directors to the group as follows:

Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Loan account
-
(355)
6,649
(6,294)
-
(355)
6,649
(6,294)
-
26
Cash generated from/(absorbed by) group operations
2022
2021
£
£
Profit for the year after tax
1,778,246
712,849
Adjustments for:
Taxation charged
349,851
110,314
Finance costs
337,010
302,576
Investment income
(16,040)
-
0
Depreciation and impairment of tangible fixed assets
62,869
49,162
Movements in working capital:
Increase in debtors
(3,234,340)
(3,546,584)
Increase in creditors
1,078,398
2,147,696
Cash generated from/(absorbed by) operations
355,994
(223,987)
27
Cash absorbed by operations - company
2022
2021
£
£
Profit for the year after tax
756,294
382,000
Adjustments for:
Finance costs
220,000
220,000
Investment income
(981,768)
(609,650)
Movements in working capital:
Increase in debtors
(981,768)
(609,650)
Increase in creditors
981,768
609,650
Cash absorbed by operations
(5,474)
(7,650)
TOURSTAN GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 31 -
28
Analysis of changes in net debt - group
1 January 2022
Cash flows
31 December 2022
£
£
£
Cash at bank and in hand
1,327,372
1,453,803
2,781,175
Bank overdrafts
(226,832)
(2,661,303)
(2,888,135)
1,100,540
(1,207,500)
(106,960)
Borrowings excluding overdrafts
(2,288,256)
201,615
(2,086,641)
(1,187,716)
(1,005,885)
(2,193,601)
29
Analysis of changes in net debt - company
1 January 2022
31 December 2022
£
£
Borrowings excluding overdrafts
(2,000,000)
(2,000,000)
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