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REGISTERED NUMBER: 04968485 (England and Wales)















Report of the Directors and

Unaudited Financial Statements for the Year Ended 31st March 2023

for

REDSQUID COMMUNICATIONS LTD

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)






Contents of the Financial Statements
for the year ended 31st March 2023




Page

Company Information 1

Report of the Directors 2

Chartered Accountants' Report 3

Income Statement 4

Other Comprehensive Income 5

Balance Sheet 6

Statement of Changes in Equity 8

Notes to the Financial Statements 9


REDSQUID COMMUNICATIONS LTD

Company Information
for the year ended 31st March 2023







DIRECTORS: V Mignacca
S H Raithatha





SECRETARY: Ms C Mignacca





REGISTERED OFFICE: Premiere House
Elstree Way
Elstree
Hertfordshire
WD6 1JQ





REGISTERED NUMBER: 04968485 (England and Wales)





ACCOUNTANTS: Jacquards
2 Burton House
Repton Place
White Lion Road
Amersham
Buckinghamshire
HP7 9LP

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Report of the Directors
for the year ended 31st March 2023

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

REVIEW OF BUSINESS
In June 2021, the acquisition of Triumph Technologies bolstered Redsquid's capability to provide IT Managed/Security services to its established customer base. The year 2022 witnessed Redsquid effectively leveraging this strategic advantage through the successful execution of diverse projects. As businesses expedite their digital transformation initiatives in anticipation of the PSTN switch-off, Redsquid is prepared to sustain this momentum throughout 2023.

Furthermore, Redsquid is actively aligning itself with the prevailing trend of organisational service consolidation, accompanied by the integration of robust cyber security measures into business operations. This strategic alignment positions Redsquid to capitalize on growth opportunities.

Looking forward, Redsquid remains dedicated to its commitment to delivering exceptional IT Managed/Security services, proactively responding to industry shifts, and fostering continued growth in line with emerging market dynamics driven by cyber security trends.

The recent acquisitions of Couve IT and ACR in July 2023 have significantly bolstered Redsquid's operational capabilities, positioning us to explore diversification within the Education sector.

DIRECTORS
The directors shown below have held office during the whole of the period from 1st April 2022 to the date of this report.

V Mignacca
S H Raithatha

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





V Mignacca - Director


2nd November 2023

Chartered Accountants' Report to the Board of Directors
on the Unaudited Financial Statements of
Redsquid Communications Ltd


In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Redsquid Communications Ltd for the year ended 31st March 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Redsquid Communications Ltd, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Redsquid Communications Ltd and state those matters that we have agreed to state to the Board of Directors of Redsquid Communications Ltd, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Redsquid Communications Ltd and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Redsquid Communications Ltd has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and profit of Redsquid Communications Ltd. You consider that Redsquid Communications Ltd is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Redsquid Communications Ltd. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.






Jacquards
2 Burton House
Repton Place
White Lion Road
Amersham
Buckinghamshire
HP7 9LP


2nd November 2023

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Income Statement
for the year ended 31st March 2023

2023 2022
Notes £    £    £    £   

TURNOVER 4,516,073 3,625,026

Cost of sales 2,105,814 1,656,413
GROSS PROFIT 2,410,259 1,968,613

Administrative expenses 2,232,532 2,042,990
OPERATING PROFIT/(LOSS) 4 177,727 (74,377 )

Income from shares in group
undertakings

900,000

562,507
Interest receivable and similar income 6,797 -
906,797 562,507
1,084,524 488,130

Interest payable and similar expenses 170,997 90,016
PROFIT BEFORE TAXATION 913,527 398,114

Tax on profit 5 1,333 (24,726 )
PROFIT FOR THE FINANCIAL YEAR 912,194 422,840

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Other Comprehensive Income
for the year ended 31st March 2023

2023 2022
Notes £    £   

PROFIT FOR THE YEAR 912,194 422,840


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

912,194

422,840

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Balance Sheet
31st March 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 6 940,758 1,138,620
Tangible assets 7 15,517 17,550
Investments 8 1,273,949 1,273,901
2,230,224 2,430,071

CURRENT ASSETS
Stocks - 12,874
Debtors 9 502,484 645,329
Cash at bank 639,000 30,047
1,141,484 688,250
CREDITORS
Amounts falling due within one year 10 1,037,009 1,465,566
NET CURRENT ASSETS/(LIABILITIES) 104,475 (777,316 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

2,334,699

1,652,755

CREDITORS
Amounts falling due after more than one
year

11

(1,564,173

)

(1,794,465

)

PROVISIONS FOR LIABILITIES (1,541 ) (1,499 )
NET ASSETS/(LIABILITIES) 768,985 (143,209 )

CAPITAL AND RESERVES
Called up share capital 100 100
Retained earnings 768,885 (143,309 )
SHAREHOLDERS' FUNDS 768,985 (143,209 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st March 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st March 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Balance Sheet - continued
31st March 2023


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors and authorised for issue on 2nd November 2023 and were signed on its behalf by:




V Mignacca - Director



S H Raithatha - Director


REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Statement of Changes in Equity
for the year ended 31st March 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1st April 2021 100 (566,149 ) (566,049 )

Changes in equity
Total comprehensive income - 422,840 422,840
Balance at 31st March 2022 100 (143,309 ) (143,209 )

Changes in equity
Total comprehensive income - 912,194 912,194
Balance at 31st March 2023 100 768,885 768,985

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements
for the year ended 31st March 2023

1. STATUTORY INFORMATION

Redsquid Communications Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements
The financial statements contain information about Redsquid Communications Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover
Turnover represents net invoiced sales of goods and services, excluding value added tax, except in respect of service contracts where turnover is recognised when the company obtains the right to consideration.

Goodwill
Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business.

Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

Goodwill - over 10 years

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Plant and machinery etc - 33% on cost

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements - continued
for the year ended 31st March 2023

2. ACCOUNTING POLICIES - continued

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

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

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 31 (2022 - 31 ) .

4. OPERATING PROFIT/(LOSS)

The operating profit (2022 - operating loss) is stated after charging:

2023 2022
£    £   
Depreciation - owned assets 17,063 12,043
Goodwill amortisation 197,862 120,000

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements - continued
for the year ended 31st March 2023

5. TAXATION

Analysis of the tax charge/(credit)
The tax charge/(credit) on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK corporation tax 1,291 -
R&D credits - (26,225 )
Total current tax 1,291 (26,225 )

Deferred tax 42 1,499
Tax on profit 1,333 (24,726 )

6. INTANGIBLE FIXED ASSETS
Goodwill
£   
COST
At 1st April 2022
and 31st March 2023 1,978,620
AMORTISATION
At 1st April 2022 840,000
Charge for year 197,862
At 31st March 2023 1,037,862
NET BOOK VALUE
At 31st March 2023 940,758
At 31st March 2022 1,138,620

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements - continued
for the year ended 31st March 2023

6. INTANGIBLE FIXED ASSETS - continued

The company's policy upon acquisition of a subsidiary in 2015 was to transfer the trade and net assets of the newly-acquired subsidiary to the company at book value. The initial cost of the company's investment in the subsidiary undertaking reflects the underlying fair value of its net assets and goodwill at the time of its acquisition. As a result of the transfer, the value of the company's investment in the subsidiary undertaking falls below the amount at which it is stated in the accounting records. The Companies Act 2006 requires that the investment be written down accordingly and that the amount be charged as a loss in the company's income statement.

However, the directors consider that, as there has been no overall loss to the company, it would fail to give a true and fair view to charge the diminution to the company's income statement and it should instead be re-allocated to goodwill so as to recognise the effective cost to the company of those net assets and goodwill.

The effect on the company's statement of financial position is to recognise goodwill at a value of £1,200,000 (2022: £1,200,000). Given that the business concerned operates in a generally stable market, the directors have concluded that the estimated economic life of the intangible asset is ten years from the date that the transfer took place. The asset is reviewed annually for impairment. The review in February 2023 indicated that no impairment had arisen.

The company's investment in Ridgeway Telecoms Limited has been treated on the above basis. The operations of Ridgeway Telecoms Limited, a wholly owned subsidiary, were hived up into the company. This exercise was carried out at the earliest practical opportunity and the subsidiary has been subsequently retained as a non-trading company. The directors consider that there has been no overall loss to the company as a result of the hive-up and hence the intrinsic value has been reclassified as goodwill and is being amortised over its estimated economic life.

7. TANGIBLE FIXED ASSETS
Plant and
machinery
etc
£   
COST
At 1st April 2022 136,411
Additions 15,030
At 31st March 2023 151,441
DEPRECIATION
At 1st April 2022 118,861
Charge for year 17,063
At 31st March 2023 135,924
NET BOOK VALUE
At 31st March 2023 15,517
At 31st March 2022 17,550

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements - continued
for the year ended 31st March 2023

8. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1st April 2022
and 31st March 2023 1,273,949
NET BOOK VALUE
At 31st March 2023 1,273,949
At 31st March 2022 1,273,949

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Ridgeway Phones Limited
Registered office: Premiere House, Elstree Way, Borehamwood, WD6 1JH
Nature of business: Non-trading
%
Class of shares: holding
Ordinary 100.00

The company's policy upon acquisition of Ridgeway Telecoms Limited was to transfer the trade and net assets of the subsidiary to the company at book value. The initial cost of the company's investment in the subsidiary undertaking reflects the underlying fair value of its net assets and goodwill at the time of its acquisition. As a result of the transfer, the value of the company's investment in the subsidiary undertaking falls below the amount at which it is stated in the accounting records. The Companies Act 2006 requires that the investment be written down accordingly and that the amount be charged as a loss in the company's income statement.

However, the directors consider that, as there has been no overall loss to the company, it would fail to give a true and fair view to charge the diminution to the company's income statement and it should instead be re-allocated to goodwill so as to recognise the effective cost to the company of those net assets and goodwill.

The company's investment in Ridgeway Telecoms Limited has been treated on the above basis. The operations of Ridgeway Telecoms Limited, a wholly owned subsidiary, were hived up into the company. This exercise was carried out at the earliest practical opportunity and the subsidiary has been subsequently retained as a non-trading company. The directors consider that there has been no overall loss to the company as a result of the hive-up and hence the intrinsic value has been reclassified as goodwill and is being amortised over its estimated economic life.

Triumph Technologies Limited
Registered office: Premiere House, Elstree Way, Borehamwood, WD6 1JH
Nature of business: IT consultancy
%
Class of shares: holding
Ordinary 87.50

REDSQUID COMMUNICATIONS LTD (REGISTERED NUMBER: 04968485)

Notes to the Financial Statements - continued
for the year ended 31st March 2023

9. DEBTORS
2023 2022
£    £   
Amounts falling due within one year:
Trade debtors 151,155 123,586
Amounts owed by group undertakings 1,020 8,702
Other debtors 110,111 129,217
Tax - 43,752
Prepayments and accrued income 240,198 339,572
502,484 644,829

Amounts falling due after more than one year:
Other debtors - 500

Aggregate amounts 502,484 645,329

10. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Bank loans and overdrafts 270,000 270,000
Trade creditors 201,003 232,545
Amounts owed to group undertakings 46,102 3,743
Corporation tax 1,291 -
Social security and other taxes 35,022 36,342
VAT 136,351 101,225
Other creditors 241,827 519,720
Accruals and deferred income 105,413 301,991
1,037,009 1,465,566

11. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2023 2022
£    £   
Bank loans - 1-2 years 287,500 270,000
Bank loans - 2-5 years 1,276,673 1,524,465
1,564,173 1,794,465

The bank loans are secured by a debenture including a fixed and floating charge over all assets and undertakings both present and future. The bank has a cross guarantee given by the company and its direct subsidiaries, Ridgeway Phones Limited and Triumph Technologies Limited. In addition, there is a limited joint and several personal guarantee provided by the shareholders of the company.

12. ULTIMATE CONTROLLING PARTY

The company is controlled by Mr V Mignacca and Mr S Raithatha, directors and each owners of 50% of the issued share capital of the company.