Caseware UK (AP4) 2022.0.179 2022.0.179 2022-10-312022-10-31Provision of specialist software, recruitment and advertising services for the education sector.78truetruetruefalsetrue2021-11-0174truefalse 03841479 2021-11-01 2022-10-31 03841479 2020-11-01 2021-10-31 03841479 2022-10-31 03841479 2021-10-31 03841479 2020-11-01 03841479 c:CompanySecretary1 2021-11-01 2022-10-31 03841479 c:Director2 2021-11-01 2022-10-31 03841479 c:Director3 2021-11-01 2022-10-31 03841479 c:Director4 2021-11-01 2022-10-31 03841479 c:Director5 2021-11-01 2022-10-31 03841479 c:Director6 2021-11-01 2022-10-31 03841479 c:Director7 2021-11-01 2022-10-31 03841479 c:RegisteredOffice 2021-11-01 2022-10-31 03841479 d:Buildings d:LongLeaseholdAssets 2021-11-01 2022-10-31 03841479 d:Buildings d:LongLeaseholdAssets 2022-10-31 03841479 d:Buildings d:LongLeaseholdAssets 2021-10-31 03841479 d:MotorVehicles 2021-11-01 2022-10-31 03841479 d:MotorVehicles 2022-10-31 03841479 d:MotorVehicles 2021-10-31 03841479 d:MotorVehicles d:OwnedOrFreeholdAssets 2021-11-01 2022-10-31 03841479 d:OfficeEquipment 2021-11-01 2022-10-31 03841479 d:OfficeEquipment 2022-10-31 03841479 d:OfficeEquipment 2021-10-31 03841479 d:OfficeEquipment d:OwnedOrFreeholdAssets 2021-11-01 2022-10-31 03841479 d:ComputerEquipment 2021-11-01 2022-10-31 03841479 d:ComputerEquipment 2022-10-31 03841479 d:ComputerEquipment 2021-10-31 03841479 d:ComputerEquipment d:OwnedOrFreeholdAssets 2021-11-01 2022-10-31 03841479 d:OtherPropertyPlantEquipment 2021-11-01 2022-10-31 03841479 d:OwnedOrFreeholdAssets 2021-11-01 2022-10-31 03841479 d:DevelopmentCostsCapitalisedDevelopmentExpenditure 2022-10-31 03841479 d:DevelopmentCostsCapitalisedDevelopmentExpenditure 2021-10-31 03841479 d:CurrentFinancialInstruments 2022-10-31 03841479 d:CurrentFinancialInstruments 2021-10-31 03841479 d:CurrentFinancialInstruments d:WithinOneYear 2022-10-31 03841479 d:CurrentFinancialInstruments d:WithinOneYear 2021-10-31 03841479 d:UKTax 2021-11-01 2022-10-31 03841479 d:UKTax 2020-11-01 2021-10-31 03841479 d:ShareCapital 2022-10-31 03841479 d:ShareCapital 2021-10-31 03841479 d:ShareCapital 2020-11-01 03841479 d:RetainedEarningsAccumulatedLosses 2021-11-01 2022-10-31 03841479 d:RetainedEarningsAccumulatedLosses 2022-10-31 03841479 d:RetainedEarningsAccumulatedLosses 2020-11-01 2021-10-31 03841479 d:RetainedEarningsAccumulatedLosses 2021-10-31 03841479 d:RetainedEarningsAccumulatedLosses 2020-11-01 03841479 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2022-10-31 03841479 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2021-10-31 03841479 c:OrdinaryShareClass1 2021-11-01 2022-10-31 03841479 c:OrdinaryShareClass1 2022-10-31 03841479 c:FRS102 2021-11-01 2022-10-31 03841479 c:Audited 2021-11-01 2022-10-31 03841479 c:FullAccounts 2021-11-01 2022-10-31 03841479 c:PrivateLimitedCompanyLtd 2021-11-01 2022-10-31 03841479 d:EntityControlledByKeyManagementPersonnel1 2021-11-01 2022-10-31 03841479 d:EntityControlledByKeyManagementPersonnel1 2020-11-01 2021-10-31 03841479 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-11-01 2022-10-31 03841479 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2022-10-31 03841479 d:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2021-10-31 03841479 d:WithinOneYear 2022-10-31 03841479 d:WithinOneYear 2021-10-31 03841479 d:BetweenOneFiveYears 2022-10-31 03841479 d:BetweenOneFiveYears 2021-10-31 03841479 d:AcceleratedTaxDepreciationDeferredTax 2022-10-31 03841479 d:AcceleratedTaxDepreciationDeferredTax 2021-10-31 03841479 d:TaxLossesCarry-forwardsDeferredTax 2022-10-31 03841479 d:TaxLossesCarry-forwardsDeferredTax 2021-10-31 03841479 d:DevelopmentCostsCapitalisedDevelopmentExpenditure d:InternallyGeneratedIntangibleAssets 2021-11-01 2022-10-31 03841479 d:DevelopmentCostsCapitalisedDevelopmentExpenditure d:OwnedIntangibleAssets 2021-11-01 2022-10-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 03841479









ETEACH UK LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2022

 
ETEACH UK LIMITED
 
 
COMPANY INFORMATION


Directors
G A Clarke 
J P Howells 
R M Howells 
A P Markowski 
I Weideman 
E F Whelan 




Company secretary
I Weideman



Registered number
03841479



Registered office
1 Arlington Square
Downshire Way

Bracknell

RG12 1WA




Independent auditor
CLA Evelyn Partners Limited
Chartered Accountants & Statutory Auditor

45 Gresham Street

London

EC2V 7BG





 
ETEACH UK LIMITED
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3
Directors' Responsibilities Statement
4
Independent Auditor's Report
5 - 8
Statement of Comprehensive Income
9
Balance Sheet
10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 25


 
ETEACH UK LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2022

Introduction
 
The directors present the Strategic Report of the Company for the year ended 31 October 2022. 
Principal activities
The principal activity of the Company continued to be that of the provision of specialist software, recruitment and advertising services for the education sector. The Company works with over 7,500 schools and colleges to deliver recruitment solutions which combine leading technology with sector knowledge and experience. The Company finds clients the right solution to deliver the best candidates and recruitment outcomes quickly, easily and cost effectively. Whilst there has been continued investment in, and development of, each of the Company’s key service areas there have been no changes in the Company's principal activities in the year under review.
Business review
 
Our financials reflect the success of our operating strategies as shown by profitability growth. The directors consider that the key performance indicators of the group are earnings before interest, taxation, depreciation and amortisation (EBITDA), School and College licence sales and renewals, candidate traffic and outstanding website performance.

The Company’s preferred measure of true profitability – EBITDA – was £769,047 (2021 - £1,266,902) for the year. Eteach UK Limited’s profit and loss account shows turnover for the year of £7,243,175 (2021 - £7,599,828), and profit after tax attributable to the Company of £273,574 (2021 - £476,961). The year-on-year decline in operating profit is largely due to increased investment in customer facing teams across the business with an emphasis on customer service and customer satisfaction resulting in an overall 95%+ renewal rate across our licensed customers. In addition, the Company has maintained its financial discipline by focusing on efficiency improvements across the entire cost base. The Company has additionally invested heavily into  improving and upgrading our products and maintained investment in the development of our websites as well as investing in developing new innovative and industry leading products.

Eteach offers our clients a range of products, constantly adapting to the changing landscape of the education sector to ensure we offer an excellent, cost-effective solution, coupled with the latest innovative technology to help our customers make the best recruitment decisions. 

Our strategy incorporates not only solutions for our customers, but assistance to our candidates by encouraging them to be proactive in their job search through providing free, immediate access to great jobs, easy-to-use online tools, resources and career advice. We also foster an international community of teachers through our site as well as social media, blogs and regular newsletters. We continue to deliver an excellent customer focussed service, which is demonstrated in our licence product client renewal rates which continue to remain in excess of 95% as in prior years.

Page 1

 
ETEACH UK LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2022

Candidate statistics

Over 2.4 million total candidates registered at end of October 2022 (2021 - 2.3 million)
More than 131,000 new candidates registered in the year (2021 - 129,000)
Visitors to our websites came from over 224 countries in the year (2021 - 235)
Organic traffic has grown on the new website to 49% (2021 - 45%)
Mobile traffic is growing and now above 74% (2021 - 61%)

Website performance

We advertised over 69,000 jobs on our website (2021 - 50,300)
7,500 schools advertised with us in the year (2021 - 7,500)
We have in excess of 10 million (2021 - 8.7 million) users and 38.5 million page views (2021 - 29.6 million) 

Eteach has invested to strengthen its senior management and sales teams and with an experienced workforce and trusted partners positioned worldwide, the directors consider that Eteach is well-positioned to continue with its organic mode of growth. 

The directors have decided not to declare a dividend in favour of reinvesting this year’s profits in the business to maximise potential and will utilise cash for future growth plans.

Principal risks and uncertainties
 
The Company’s sole credit risk relates to its trade debtors. As well as ensuring Multi Academy Trust's, Local Authority's and individual schools adhere to the Government’s published payment term policies, the Company operates a robust credit control procedure whereby payments received are matched against client receivables daily. Our collection procedures incorporate regular contact with our debtors to ensure timely payment is received, and prompt action is initiated when necessary. Cash flow is closely monitored, and effective controls are in place to ensure sufficient funds are always available. The Company manages strategic and commercial risks through an ongoing systems development programme, to maintain and enhance its competitive market position and comprehensive technical platform. Operational and other financial risks and uncertainties are actively managed by regular management review of financial performance, client and candidate activity.


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





J P Howells
Director

Date: 1 November 2023

Page 2

 
ETEACH UK LIMITED
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 OCTOBER 2022

The directors present their report and the financial statements for the year ended 31 October 2022.

Results and dividends

The profit for the year, after taxation, amounted to £273,574 (2021 -  £476,961).

No dividends were paid or proposed during the year (2021 - £Nil).

Directors

The directors who served during the year were:

G A Clarke 
J P Howells 
R M Howells 
A P Markowski 
I Weideman 
E F Whelan 

Matters covered in the Strategic Report

Where necessary, disclosures relating to future developments have been made in the Strategic Report and have not been repeated here in accordance with Section 414C of the Companies Act 2006.

Disclosure of information to auditor

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's auditor is 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's auditor is aware of that information.

Auditor

The auditor, CLA Evelyn Partners Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





J P Howells
Director

Date: 1 November 2023

Page 3

 
ETEACH UK LIMITED
 
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 OCTOBER 2022

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:

select suitable accounting policies for the Company's financial statements and then apply them consistently;

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


prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

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

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Page 4

 
img6a2e.png 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ETEACH UK LIMITED
 

Opinion
We have audited the financial statements of Eteach UK Limited (the 'Company') for the year ended 31 October 2022 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:
give a true and fair view of the state of the Company's affairs as at 31 October 2022 and of its profit for the year then ended;  
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.

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

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

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

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Page 5

 
ETEACH UK LIMITED
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ETEACH UK LIMITED (CONTINUED)

Other information
The other information comprises the information included in the Annual Report and Financial Statements, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the Annual Report and Financial Statements. 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 the audit:
the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Directors’ Responsibilities Statement set out on page 4, 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 Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. 

Page 6

 
ETEACH UK LIMITED
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ETEACH UK LIMITED (CONTINUED)

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. 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:

We obtained a general understanding of the company’s legal and regulatory framework through enquiry of management concerning their understanding of relevant laws and regulations and the entity’s policies and procedures regarding compliance.
We understand the Company complies with requirements of the framework through:
Updating operating procedures, manuals and internal controls as legal and regulatory requirements change;
The Directors’ close involvement in the day-to-day running of the business, meaning that any litigation or claims would come to their attention directly.

In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements, which are central to the Company’s ability to conduct business and where failure to comply could result in material penalties. We have identified the following laws and regulations as being of significance in the context of the Company;
The Companies Act 2006 and FRS 102 in respect of the preparation and presentation of the financial statements.

The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The key areas identified as part of the discussion were with regard to the manipulation of the financial statements through manual journals and incorrect recognition of revenue.

The procedures carried out to gain evidence in the above areas included;
Testing of revenue transactions to underlying documentation; and
Testing of manual journal entries, selected based on specific risk assessments applied based on the client processes and controls surrounding manual journals; and
Discussions with management and those charged with governance, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Page 7

 
ETEACH UK LIMITED
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ETEACH UK LIMITED (CONTINUED)

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.



Nicholas Jacques (Senior Statutory Auditor)
  
for and on behalf of
CLA Evelyn Partners Limited
 
Chartered Accountants
Statutory Auditor
  
45 Gresham Street
London
EC2V 7BG

1 November 2023
Page 8

 
ETEACH UK LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2022

2022
2021
Note
£
£

  

Turnover
 4 
7,243,175
7,599,828

Cost of sales
  
(1,855,116)
(1,935,996)

Gross profit
  
5,388,059
5,663,832

Administrative expenses
  
(5,323,538)
(5,231,296)

Other operating income
 5 
-
56,067

Operating profit
 6 
64,521
488,603

Interest receivable and similar income
  
1,495
236

Profit before tax
  
66,016
488,839

Tax on profit
 10 
207,558
(11,878)

Profit for the financial year
  
273,574
476,961

There was no other comprehensive income for 2022 (2021 - £Nil).

The notes on pages 12 to 25 form part of these financial statements.

Page 9

 
ETEACH UK LIMITED
REGISTERED NUMBER:03841479

BALANCE SHEET
AS AT 31 OCTOBER 2022

2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 11 
871,063
913,883

Tangible assets
 12 
131,723
177,232

  
1,002,786
1,091,115

Current assets
  

Debtors: amounts falling due within one year
 13 
3,103,971
2,533,917

Cash at bank and in hand
 14 
1,642,917
1,686,626

  
4,746,888
4,220,543

Creditors: amounts falling due within one year
 15 
(3,357,355)
(3,192,913)

Net current assets
  
 
 
1,389,533
 
 
1,027,630

Total assets less current liabilities
  
2,392,319
2,118,745

Provisions for liabilities
  

Other provisions
 17 
(150,000)
(150,000)

Net assets
  
2,242,319
1,968,745


Capital and reserves
  

Called up share capital 
 18 
1
1

Profit and loss account
 19 
2,242,318
1,968,744

Shareholders' funds
  
2,242,319
1,968,745


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




J P Howells
Director

Date: 1 November 2023

The notes on pages 12 to 25 form part of these financial statements.

Page 10

 
ETEACH UK LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2022


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 November 2020
1
1,491,783
1,491,784


Comprehensive income for the year

Profit for the year
-
476,961
476,961



At 1 November 2021
1
1,968,744
1,968,745


Comprehensive income for the year

Profit for the year
-
273,574
273,574


At 31 October 2022
1
2,242,318
2,242,319


Page 11

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

1.


General information

Eteach UK Limited is a private company, limited by shares, domiciled and incorporated in England and Wales (registered number: 03841479). The registered office address is 1 Arlington Square, Downshire Way, Bracknell, RG12 1WA.

2.Accounting policies

 
2.1

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 management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); and
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of The Eteach Group Limited as at 31 October 2022 and these financial statements may be obtained from Companies House.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis. The Company made a profit of £273,574 (2021 - £476,961) for the year ended 31 October 2022 and had net assets of £2,242,319 (2021 - £1,968,745) at the balance sheet date.
The financial statements have been prepared on a going concern basis. The results for the Company shows a positive EBITDA for the year. The directors have assessed, based on current projections, including considering the potential impact of the COVID-19 pandemic, that there is reasonable assurance the Company will have adequate resources to meet the on-going costs of the business for a minimum of 12 months from the date of signing the financial statements.

Page 12

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

Foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'. 

 
2.5

Turnover

Turnover represents the total invoice value excluding value added tax, of sales made during the year and derives from the provision of goods falling within the Company's ordinary activities. The two principal classes of turnover are as follows:
 
Provision of recruitment services for the education sector; turnover is recognised when the services are provided to the customer. Permanent revenue is recognised on start date of the candidate and temporary revenue is recognised based on approved time sheets. Amounts not yet invoiced are included in accrued income in the Balance Sheet; and
Subscription revenue is recognised on a straight-line basis over the term of the contract. Turnover not recognised in profit or loss is classified as deferred income in the Balance Sheet. 

 
2.6

Operating leases: the Company as lessee

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

 
2.7

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in 'other operating income' over the period in which the related costs are recognised. A grant that becomes receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the entity with no future related costs is recognised in 'other operating income' in the period in which it becomes receivable. 

Page 13

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

2.Accounting policies (continued)

 
2.8

Intangible assets - website development costs

Website development costs are charged to profit or loss in the year of expenditure, unless individual projects satisfy all of the following criteria:
a) the project is clearly defined and related expenditure is separately identifiable;
b) the project is technically feasible and commercially viable;
c) current and future costs are expected to be exceeded by future sales; and
d) adequate resources exist for the project to be completed.
In such circumstances, the costs are capitalised and treated as an intangible fixed asset and amortised over a period of three years, commencing in the period the Company starts to benefit from the expenditure. Expenditure incurred on maintaining websites and expenditure incurred on
developing website used only for advertising and promotional purposes is written off as incurred.
The expected useful economic life of development costs is estimated based on the business plans which set out the development plan and time to market the associated project.

 
2.9

Tangible fixed assets

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.

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:

Leasehold improvements
-
20%
Motor vehicles
-
33%
Fixtures and equipment
-
20%
Computer equipment
-
33%
Computer software
-
20%

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.

Page 14

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

2.Accounting policies (continued)

 
2.10

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

  
2.11

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which has accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date. 

 
2.12

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company 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 Company 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.

 
2.13

Financial instruments

Financial assets and financial liabilities are recognised in the Balance Sheet when the Company becomes a party to the contractual provisions of the instrument. 
Trade and other debtors and creditors are classified as basic financial instruments and measured on initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the Company will not be able to collect all amounts due.
Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the Company’s cash management.
Financial liabilities and equity instruments issued by the Company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.

Page 15

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

2.Accounting policies (continued)

 
2.14

Current and deferred taxation

The tax credit for the year comprises current and deferred tax. 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 operates and generates 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; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 16

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

3.



Significant judgment in applying accounting policies and key sources of estimation uncertainty
 

In the application of the Company's accounting policies, the directors are 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The directors consider that the following judgements have had the most significant effect on amounts recognised in the financial statements:
Leases
Determine whether leases entered into by the Company either as a lessor or lessee are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis.
Impairment of fixed assets
Determine whether there are indicators of impairment of the Company's tangible and intangible fixed assets. Factors taken into consideration in reaching such decision include the economic viability and expected future financial performance of the asset. 
The directors consider that the key sources of estimation uncertainty in preparing the financial statements are:
Intangible fixed assets
Intangible fixed assets are amortised over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values. 
Intangible asset recognition
Website development costs are charged to profit or loss in the year of expenditure unless individual projects satisfy certain criteria. Costs are typically made up of salaries and benefits and third-party service fees. When assessing whether website development costs meet the asset recognition criteria, management considers factors including the related sales and profit projections, market forecasts and historical experience. 
Tangible fixed assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal value.
 
Page 17

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

3.Judgements in applying accounting policies (continued)

Impairment of debtors
The Company makes an estimate of the recoverable value of trade and other debtors. When assessing the impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 13 for the net carrying amount of the debtors and associated impairment provision.


4.


Turnover

The whole of the turnover is attributable to the principal activity. 

All turnover arose within the United Kingdom.


5.


Other operating income

2022
2021
£
£

Government grants receivable
-
56,067


In 2022, Government grants of £Nil (2021 - £56,067) were received under the Coronavirus Job Retention Scheme as part of a Government initiative to provide immediate financial support as a result of the COVID-19 pandemic to reimburse the Company for 80% of the wages of certain employees who were placed on a temporary period of absence but were kept on the payroll.
There are no future related costs in respect of these grants which were received solely as compensation for costs incurred in the year.


6.


Operating profit

The operating profit is stated after charging:

2022
2021
£
£

Exchange differences
42
933

Other operating lease rentals
297,223
277,467

Amortisation of intangible assets
622,183
714,815

Depreciation of tangible fixed assets
82,343
63,246

Page 18

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

7.


Auditor's remuneration

2022
2021
£
£


Fees payable to the Company's auditor and its associates for the audit of the Company's annual financial statements
17,908
17,580




8.


Employees

Staff costs, including directors' remuneration, were as follows:


2022
2021
£
£

Wages and salaries
2,965,757
2,618,914

Social security costs
343,558
304,662

Cost of defined contribution scheme
73,550
77,402

3,382,865
3,000,978


The average monthly number of employees, including the directors, during the year was as follows:


        2022
        2021
            No.
            No.







Sales
39
35



Administration
39
39

78
74

The employees disclosed above are employed by a fellow subsidiary, Eteach Group Services Limited. All staff costs incurred by the fellow subsidiary are recharged to Eteach UK Limited in the current and prior year. 


9.


Directors' remuneration

2022
2021
£
£

Directors' emoluments
120,000
120,000


There were no directors in the Company's defined contribution pension scheme during the year (2021 - Nil).

Page 19

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

10.


Taxation


2022
2021
£
£

Corporation tax


Current tax on profits for the year
(199,800)
164,123

Deferred tax


Origination and reversal of timing differences
(7,758)
(152,245)


Taxation on profit on ordinary activities
(207,558)
11,878

Factors affecting tax credit for the year

The tax assessed for the year is lower than (2021 - lower than) the standard rate of corporation tax in the UK of19% (2021 - 19%). The differences are explained below:

2022
2021
£
£


Profit on ordinary activities before tax
66,016
488,839


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
12,543
92,879

Effects of:


Expenses not deductible for tax purposes
3,828
13,116

Fixed asset differences
2,445
1,282

Adjustment to deferred tax opening and closing average rate
(1,862)
(67,126)

Adjustments to tax charge in respect of previous periods
(217,044)
227

Adjustment to brought forward values
-
(28,500)

Group relief claimed
(7,468)
-

Total tax (credit)/charge for the year
(207,558)
11,878


Factors that may affect future tax charges

The Company has approximately £928,995 (2021 - £928,995) of tax losses available for offset against future trading profits from a previously acquired trade, subject to agreement by HM Revenue and Customs. 
Finance Bill 2021 includes legislation to increase the main rate of corporation tax from 19% to 25% from 1 April 2023. These changes are not included above as Finance Bill 2021 was not substantively enacted by the year end.

Page 20

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

11.


Intangible assets




Website development costs

£



Cost


At 1 November 2021
6,351,959


Additions
579,363



At 31 October 2022

6,931,322



Amortisation


At 1 November 2021
5,438,076


Charge for the year
622,183



At 31 October 2022

6,060,259



Net book value



At 31 October 2022
871,063



At 31 October 2021
913,883



Page 21

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

12.


Tangible fixed assets





Leasehold improvements
Motor vehicles
Fixtures and equipment
Computer equipment and software
Total

£
£
£
£
£



Cost


At 1 November 2021
361,172
35,000
160,310
497,316
1,053,798


Additions
-
-
219
36,615
36,834



At 31 October 2022

361,172
35,000
160,529
533,931
1,090,632



Depreciation


At 1 November 2021
309,692
3,889
157,944
405,041
876,566


Charge for the year
20,592
11,667
792
49,292
82,343



At 31 October 2022

330,284
15,556
158,736
454,333
958,909



Net book value



At 31 October 2022
30,888
19,444
1,793
79,598
131,723



At 31 October 2021
51,480
31,111
2,366
92,275
177,232


13.


Debtors

2022
2021
£
£


Trade debtors
533,995
557,917

Amounts owed by group undertakings
1,025,608
236,135

Other debtors
573,158
1,102,605

Prepayments and accrued income
206,445
220,198

Corporation tax recoverable
477,315
137,370

Deferred taxation
287,450
279,692

3,103,971
2,533,917


Page 22

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

14.


Cash and cash equivalents

2022
2021
£
£

Cash at bank and in hand
1,642,917
1,686,626


There is a fixed and floating charge over the Company's assets as security for the bank. 


15.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
136,186
272,393

Other taxation and social security
376,200
264,321

Accruals and deferred income
2,844,969
2,656,199

3,357,355
3,192,913



16.


Deferred taxation




2022
2021


£

£






At beginning of year
(279,692)
(127,447)


Charged to profit or loss
(7,758)
(152,245)



At end of year
(287,450)
(279,692)

The deferred tax asset is made up as follows:

2022
2021
£
£


Accelerated capital allowances
(55,201)
(47,443)

Tax losses carried forward
(232,249)
(232,249)

(287,450)
(279,692)

Page 23

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

17.


Provisions




Dilapidations provision

£





At 1 November 2021
150,000



At 31 October 2022
150,000


18.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



1 Ordinary share of £1.00
1
1



19.


Reserves

Profit and loss account
This reserve relates to the cumulative retained earnings less amounts distributed to shareholders.


20.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £73,550 (2021 - £77,402). Contributions totalling £1,702 (2021 - £664) were payable to the fund at the reporting date.

Page 24

 
ETEACH UK LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2022

21.


Commitments under operating leases

At 31 October the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2022
2021
£
£


Not later than 1 year
235,638
235,638

Later than 1 year and not later than 5 years
58,910
294,548

294,548
530,186

The lease is made up of Bracknell lease agreement which is untill 31 January 2024. The Company had a licensed office in Paddington, however this expired in June 2021 and wasn't extended. 


22.


Related party transactions

The Company has taken advantage of the exemption in FRS 102 Section 33.1A to not disclose transactions with wholly owned group entities.
At 31 October 2022, an amount of £554,202
 (2021 - £1,083,650) was owed by J P Howells, a director of the Company. No interest is charged on advances made to or on the balance owed by the director at the year end.
During the year, three family members of J P Howells, received remuneration totalling £252,020 
(2021 - £227,572).


23.


Controlling party

The immediate and ultimate parent undertaking is The Eteach Group Limited, a company registered in England and Wales.
The largest and smallest group of undertakings for which group accounts for the year ended 31 October 2022 have been drawn up, is that headed by The Eteach Group Limited. The registered office address of The Eteach Group Limited is 1 Arlington Square, Downshire Way, Bracknell, RG12 1WA.  Copies of the group accounts are available from Companies House.
The ultimate controlling party is J P Howells, by virtue of their shareholding and directorship in the ultimate parent undertaking.

Page 25