Company registration number 12824749 (England and Wales)
TBA CONSULTANCY LTD,
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2022
TBA CONSULTANCY LTD,
COMPANY INFORMATION
Director
Chi Chen
Company number
12824749
Registered office
Third Floor, Winston House
2 Dollis Park
London
United Kingdom
N3 1HF
Auditor
AGP Consulting
Q West
Great West Road
Brentford
TW8 0GP
Accountants
Green & Peter (UK) Limited
The Limes
1339 High Road
Whetstone
London
N20 9HR
TBA CONSULTANCY LTD,
CONTENTS
Page
Strategic report
1 - 3
Director's report
4
Director's responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 23
TBA CONSULTANCY LTD,
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MAY 2022
- 1 -
The director presents the strategic report for the year ended 31 May 2022.
Review of the business
The financial statements for the year ended 31 May 2022 are shown on pages 9 to 22.
Although the Company was incorporated in 2020, this is the second reporting period. As a start up the Company achieved healthy results due to the business relationship with Amazon.The Company achieved a profit for the year of £2,450,878 (2021: £958,467 ) showing a substantial growth compared to the previous year. This year represented maturity of the business and the future years are expected to perform in line with current years The Company is satisfied with it's performance and has built the team, operational infrastructure and capability in readiness for future years and is looking at avenues to reduce costs through the use of technology.
Principal risks and uncertainties
Strategic Risk
This is the risk of loss resulting from a failure to define or deliver the Company’s strategy.
Strategic risk is mitigated by clear setting of the Company’s risk appetite by the Board with a focus on identification and reduction of risks, with financial limits in place to limit exposure to risks where appropriate. Processes for the continued monitoring of performance against the Company’s strategy and financial plans are in place, through financial and non-financial KPIs. There is also ongoing review of external risks, including competitor analysis and operational dependencies on third parties. Additionally, the Company conducts analysis of the overall market and competitor landscape to inform the strategic plan and approach to market to ensure that strategic objectives remain achievable.
Quality Risk
Quality risk is the risk of loss resulting from failing to comply with laws, rules, regulations, standards and codes of conduct in delivering our services.
As part of its commitment to high standards of governance, the Company seeks to ensure complete regulatory compliance with no appetite or tolerance for deviation. The Company actively communicates with Amazon to ensure that the services provided are in line with expectations and their understanding of the local regulators in the country that the service is being provided to.
The Company conducts continued horizon scanning and forward planning to ensure ongoing compliance with regulatory requirements. Additionally, there is regular monitoring of policies, including refinement of processes and controls to ensure ongoing suitability as the business develops.
A dedicated Compliance function is in place.
TBA CONSULTANCY LTD,
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 2 -
People Risk
This is the risk that the professionals engaged in providing services may not be suitably qualified in providing the relevant services.
This risk is mitigated by the board selecting local partners with sufficient experience of the local laws, that the management are suitably qualified and they have process of recruitment, training and retention which ensures that it’s team are suitably qualified.
Information Risk
Information risk is the risk of loss resulting from the compromise of information relating to its confidentiality, integrity, accessibility, or availability.
This risk is mitigated by maintenance and monitoring of policies, including continued refinement of processes and controls to ensure ongoing suitability. Robust IT security policies and controls have been implemented and the performance of these is monitored.
Development and performance
The year ended 31 May 2022 has been a period of strategic expansion and remarkable achievements. Our unwavering commitment to innovation, strategic partnerships, and customer-centric solutions has propelled us toward unprecedented growth.
Market expansion
We will continue to expand our market presence, entering the USA market with tailored products and localized strategies. The expansion will not only increase our revenue streams but also enhance our brand visibility in these regions.
Product innovation
In response to evolving marketing demands, we invested substantial resources in transforming our software into a user-friendly, cloud-based SaaS platform. The development process focused on optimizing the user interface, ensuring data security, and creating seamless integration capabilities.
Strategic Partnerships
Strategic partnerships have played a pivotal role in our business development efforts. We will collaborate with more local business partners to leverage their expertise and broaden our market reach.
TBA CONSULTANCY LTD,
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 3 -
Key performance indicators
The Board reviews key performance indicators (KPIs) which will develop further over time. Over the year, KPIs remained in line with the plan. The following summarises key data impacting the Company. Again, these cover key indicators in the Company and also within the separate plc company, as indicators within that separate entity directly drive the Company’s performance and results of the business as a whole.
2022 2021
No of countries served 12 10
No of consultants engaged 60 50
No of registrations carried out in the year 18k 7k
No of returns submitted during the year 120k 60k
Profit after tax £2.5 m £0.9 m
Net Current Assets £3.3 m £0.9 m
Promoting the success of the company
In accordance with Section 172 of the Companies Act 2006, the director is required to act in a way they consider, in good faith, to be most likely to promote the success of the Company for the benefit of its members as a whole and in doing so have had regard, among other matters, to:
The likely consequence of any decision in the long term;
The interests of the Company’s employees in the future;
The need to foster the Company’s business relationships with suppliers, service providers, customers and others;
The impact of the Company’s operations on the community and the environment;
The desirability of the Company maintaining a reputation for high standards of business conduct; and
The need to act fairly with members of the Company.
The directors have approved the Company’s strategy and business plan for 2023 after ensuring the above matters were given due consideration and the needs of all stakeholders were incorporated.
The Board regularly receives reports from management on issues concerning customers, finances, service providers and regulators, which it takes into account in its decision-making process. The Board also reviews the financial and operational performance of the Company, including key risk areas and legal, regulatory, and other compliance.
The focus of the Board is to ensure the continued growth of the Company in a controlled manner in line with the strategic plans.
Chi Chen
Director
3 November 2023
TBA CONSULTANCY LTD,
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MAY 2022
- 4 -
The director presents his annual report and financial statements for the year ended 31 May 2022.
Principal activities
The principal activity of the Company is to provide a service to retailers using the Amazon platform or other means to trade in Europe and the UK and assist them in their obligations to register with the local tax authorities and to provide ongoing support in ensuring they meet their filing obligations. This is achieved through the use of carefully selected sub contractors in the local countries.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £35,000. 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:
Chi Chen
Financial instruments
The Company's approach to financial risk management is outlined in the strategic report.
Auditor
AGP Consulting were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
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 company’s auditor 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 company’s auditor is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Chi Chen
Director
3 November 2023
TBA CONSULTANCY LTD,
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MAY 2022
- 5 -
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 company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
TBA CONSULTANCY LTD,
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TBA CONSULTANCY LTD,
- 6 -
Opinion
We have audited the financial statements of TBA Consultancy Ltd, (the 'company') for the year ended 31 May 2022 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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:
give a true and fair view of the state of the company's affairs as at 31 May 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.
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 the provisions available for small entities, in the circumstances set out in note to the financial statements, 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.
Emphasis of matter - prior year audit
These financial statements are the first set of financial statements being audited.
In accordance with our audit plan, we performed procedures to obtain reasonable assurance that the opening balances as of 1 June 2021 have been correctly brought forward and are free from material misstatements. These procedures included testing of the opening balances by reconciliation with the prior year's financial statements, proving opening balances to supporting documentation and by testing of after date transactions to support the validity of the opening position.
Our audit procedures related to the opening balances are not intended to express an opinion on the opening balances themselves. However, we did not identify any material misstatements in the opening balances.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period 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.
TBA CONSULTANCY LTD,
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TBA CONSULTANCY LTD,
- 7 -
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:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In 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 director's report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
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 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the financial reporting framework, the Companies Act 2006 and the relevant tax compliance regulations.
TBA CONSULTANCY LTD,
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TBA CONSULTANCY LTD,
- 8 -
We considered the provisions of other laws and regulations that do not have a direct effect on the financial statement but compliance with which may be fundamental to the ability of the Company to operate and hence may affect the Company's ability to continue as a going concern. These include compliance with laws and regulations in relation to provision of accounting services, maintenance of relevant client records in compliance with Data Protection Act and Complying with requirements of GDPR in relation to personal data.
The main specific risks in this Company due to the type of services provided and the related billing cycle are the period of recognition of income and expenses are properly incurred in relation to the income generated. The non financial and reporting risks related to the business processes.
We assessed the susceptibility of the Company's financial statements to material misstatements, including how fraud might occur, by discussing with the directors, where they considered there was a susceptibility to fraud. Due to the small nature of the business more weight was put in terms of discussion with management rather than review of Company minutes and documentation.
Our audit planning identified fraud risks in relation to management override. We considered the processes and controls the Company had established to address risks identified or that otherwise prevent, deter, and detect fraud; and how management monitors those processes and controls.
We designed our audit procedures to detect irregularities, including fraud. Our procedures included review of the on-boarding of new customers and a review of the business cycle from income generation and the invoicing to Amazon and other customers to subsequent billing from suppliers and matching to the income generation and based on our overall understanding of the business, together with enquires of the directors.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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.
Forhad Ahmed
Senior Statutory Auditor
For and on behalf of AGP Consulting
3 November 2023
Chartered Accountants
Statutory Auditor
Q West
Great West Road
Brentford
TW8 0GP
TBA CONSULTANCY LTD,
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MAY 2022
- 9 -
2022
2021
Notes
£
£
Gross profit
4,482,753
1,965,831
Administrative expenses
(1,461,076)
(783,335)
Interest receivable and similar income
7
6,233
Profit before taxation
3,027,910
1,182,496
Tax on profit
8
(577,033)
(224,029)
Profit for the financial year
2,450,877
958,467
The profit and loss account has been prepared on the basis that all operations are continuing operations.
TBA CONSULTANCY LTD,
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MAY 2022
- 10 -
2022
2021
£
£
Profit for the year
2,450,877
958,467
Other comprehensive income
-
-
Total comprehensive income for the year
2,450,877
958,467
TBA CONSULTANCY LTD,
BALANCE SHEET
- 11 -
2022
2021
Notes
£
£
£
£
Fixed assets
Tangible assets
10
43,822
3,413
Current assets
Debtors
11
6,516,031
1,879,137
Cash at bank and in hand
39,626,696
9,361,063
46,142,727
11,240,200
Creditors: amounts falling due within one year
12
(42,804,427)
(10,285,046)
Net current assets
3,338,300
955,154
Total assets less current liabilities
3,382,122
958,567
Provisions for liabilities
Deferred tax liability
13
7,678
(7,678)
-
Net assets
3,374,444
958,567
Capital and reserves
Called up share capital
16
100
100
Profit and loss reserves
3,374,344
958,467
Total equity
3,374,444
958,567
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.true
The financial statements were approved and signed by the director and authorised for issue on 3 November 2023
Chi Chen
Director
Company registration number 12824749 (England and Wales)
TBA CONSULTANCY LTD,
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MAY 2022
- 12 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 June 2020
-
Year ended 31 May 2021:
Profit and total comprehensive income
-
958,467
958,467
Issue of share capital
16
100
-
100
Balance at 31 May 2021
100
958,467
958,567
Year ended 31 May 2022:
Profit and total comprehensive income
-
2,450,877
2,450,877
Dividends
9
-
(35,000)
(35,000)
Balance at 31 May 2022
100
3,374,344
3,374,444
TBA CONSULTANCY LTD,
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MAY 2022
- 13 -
2022
2021
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
19
30,348,238
9,364,755
Investing activities
Purchase of tangible fixed assets
(53,838)
(3,792)
Interest received
6,233
Net cash used in investing activities
(47,605)
(3,792)
Financing activities
Proceeds from issue of shares
100
Dividends paid
(35,000)
Net cash (used in)/generated from financing activities
(35,000)
100
Net increase in cash and cash equivalents
30,265,633
9,361,063
Cash and cash equivalents at beginning of year
9,361,063
Cash and cash equivalents at end of year
39,626,696
9,361,063
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MAY 2022
- 14 -
1
Accounting policies
Company information
TBA Consultancy Ltd, is a private company limited by shares incorporated in England and Wales. The registered office is Third Floor, Winston House, 2 Dollis Park, London, United Kingdom, N3 1HF.
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, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the director has a reasonable expectation that the company 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.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
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:
Plant and equipment
25% reducing balance basis
Motor vehicles
25% reducing balance basis
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 credited or charged to profit or loss.
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 15 -
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
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.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with 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.
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 16 -
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.
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 company 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 company 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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
1
Accounting policies
(Continued)
- 17 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.8
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 profit and loss account 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 company’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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
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.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
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 leases asset are consumed.
1.12
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 in the period are included in profit or loss.
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 18 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’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.
3
Turnover and other revenue
2022
2021
£
£
Other revenue
Interest income
6,233
-
4
Operating profit
2022
2021
Operating profit for the year is stated after charging:
£
£
Exchange losses
499,922
352,553
Fees payable to the company's auditor for the audit of the company's financial statements
8,000
Depreciation of owned tangible fixed assets
13,429
379
Operating lease charges
117,516
19,191
5
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Sales, marketing and client service
18
14
Finance, HR and admin
4
4
Product, projects and IT
5
5
Total
27
23
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
5
Employees
(Continued)
- 19 -
Their aggregate remuneration comprised:
2022
2021
£
£
Wages and salaries
636,461
342,825
Social security costs
53,508
26,813
Pension costs
11,998
6,574
701,967
376,212
6
Director's remuneration
2022
2021
£
£
Remuneration for qualifying services
48,000
27,000
7
Interest receivable and similar income
2022
2021
£
£
Interest income
Interest on bank deposits
6,233
2022
2021
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
6,233
8
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
569,355
224,029
Deferred tax
Origination and reversal of timing differences
7,678
Total tax charge
577,033
224,029
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
8
Taxation
(Continued)
- 20 -
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
3,027,910
1,182,496
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
575,303
224,674
Tax effect of expenses that are not deductible in determining taxable profit
1,886
Permanent capital allowances in excess of depreciation
(156)
(645)
Taxation charge for the year
577,033
224,029
9
Dividends
2022
2021
£
£
Final paid
35,000
10
Tangible fixed assets
Plant and equipment
Motor vehicles
Total
£
£
£
Cost
At 1 June 2021
3,792
3,792
Additions
2,734
51,104
53,838
At 31 May 2022
6,526
51,104
57,630
Depreciation and impairment
At 1 June 2021
379
379
Depreciation charged in the year
653
12,776
13,429
At 31 May 2022
1,032
12,776
13,808
Carrying amount
At 31 May 2022
5,494
38,328
43,822
At 31 May 2021
3,413
3,413
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 21 -
11
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
3,961,815
1,876,804
Prepayments and accrued income
2,554,216
2,333
6,516,031
1,879,137
12
Creditors: amounts falling due within one year
2022
2021
Notes
£
£
Trade creditors
38,225,235
9,893,864
Corporation tax
793,384
224,029
Other taxation and social security
22,669
23,019
Deferred income
14
1,278,121
Other creditors
58,686
144,134
Accruals and deferred income
2,426,332
42,804,427
10,285,046
13
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2022
2021
Balances:
£
£
Accelerated capital allowances
7,678
-
2022
Movements in the year:
£
Liability at 1 June 2021
-
Charge to profit or loss
7,678
Liability at 31 May 2022
7,678
14
Deferred income
2022
2021
£
£
Other deferred income
1,278,121
-
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 22 -
15
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
11,998
6,574
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
16
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
100
100
100
100
17
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2022
2021
£
£
Within one year
125,000
125,000
Between two and five years
125,000
250,000
250,000
375,000
18
Ultimate controlling party
The Company's shares are owned 100% by O & C Holdings Limited, at the year end the ultimate control lies with Mr Chi Chen who is the sole shareholder of O & C Holdings Limited and a director of the Company.
TBA CONSULTANCY LTD,
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MAY 2022
- 23 -
19
Cash generated from operations
2022
2021
£
£
Profit for the year after tax
2,450,877
958,467
Adjustments for:
Taxation charged
577,033
224,029
Investment income
(6,233)
Depreciation and impairment of tangible fixed assets
13,429
379
Movements in working capital:
Increase in debtors
(4,636,894)
(1,879,137)
Increase in creditors
30,671,905
10,061,017
Increase in deferred income
1,278,121
-
Cash generated from operations
30,348,238
9,364,755
20
Analysis of changes in net funds
1 June 2021
Cash flows
31 May 2022
£
£
£
Cash at bank and in hand
9,361,063
30,265,633
39,626,696
2022-05-312021-06-01falseCCH SoftwareCCH Accounts Production 2023.300Chi Chenfalse128247492021-06-012022-05-3112824749bus:Director12021-06-012022-05-3112824749bus:RegisteredOffice2021-06-012022-05-31128247492022-05-31128247492020-06-012021-05-3112824749core:RetainedEarningsAccumulatedLosses2020-06-012021-05-3112824749core:RetainedEarningsAccumulatedLosses2021-06-012022-05-31128247492021-05-3112824749core:PlantMachinery2022-05-3112824749core:MotorVehicles2022-05-3112824749core:PlantMachinery2021-05-3112824749core:MotorVehicles2021-05-3112824749core:CurrentFinancialInstrumentscore:WithinOneYear2022-05-3112824749core:CurrentFinancialInstrumentscore:WithinOneYear2021-05-3112824749core:CurrentFinancialInstruments2022-05-3112824749core:CurrentFinancialInstruments2021-05-3112824749core:ShareCapital2022-05-3112824749core:ShareCapital2021-05-3112824749core:RetainedEarningsAccumulatedLosses2022-05-3112824749core:RetainedEarningsAccumulatedLosses2021-05-3112824749core:ShareCapital2020-05-3112824749core:RetainedEarningsAccumulatedLosses2020-05-3112824749core:ShareCapital2020-06-012021-05-31128247492021-05-31128247492020-05-3112824749core:PlantMachinery2021-06-012022-05-3112824749core:MotorVehicles2021-06-012022-05-3112824749core:UKTax2021-06-012022-05-3112824749core:UKTax2020-06-012021-05-3112824749core:PlantMachinery2021-05-3112824749core:MotorVehicles2021-05-3112824749core:WithinOneYear2022-05-3112824749core:WithinOneYear2021-05-3112824749core:BetweenTwoFiveYears2022-05-3112824749core:BetweenTwoFiveYears2021-05-3112824749bus:PrivateLimitedCompanyLtd2021-06-012022-05-3112824749bus:FRS1022021-06-012022-05-3112824749bus:Audited2021-06-012022-05-3112824749bus:FullAccounts2021-06-012022-05-31xbrli:purexbrli:sharesiso4217:GBP