The directors present the strategic report for the year ended 31 March 2023.
The Group companies consist of Venturi Holdings Limited, Venturi Limited, Venturi Group Inc and Venturi Germany GmbH.
The principal activity of the Group continues to be the provision of permanent, contract and interim IT recruitment services to clients throughout the UK, Germany and USA.
The profit and loss account shows Turnover for the year of £40.7m (2022: £33.8m), Gross profit for the year of £11.0m (2022: £9.6m) and a loss before tax for the year of £0.7m (2022: £0.6m profit).
The Group balance sheet shows a reduction on the prior year, in line with the investment in the business and the macro-economic factors in the tech sector, interest rate rises, and global conflict events in the second half of the year.
The directors consider that the Group has reported a strong set of financial results considering the unprecedented events of the year. This financial year had to be focussed on right-sizing the business to ensure strong ongoing performance whilst correctly positioning the business to capitalise on future opportunities.
Future Developments
We are confident in the direction the business is taking and clarity of focus and are excited about the further opportunities that will be created for key employees. The business will continue to focus on permanent and contract IT recruitment across the UK, USA, Germany and rest of Europe.
Principal risks and uncertainties
Competition
There is as always competitive risk from other companies, however Venturi are confident in their approach and commitment to quality of service and that this will ensure that longstanding client relationships are maintained which is evidenced with 80% repeat business, and new business opportunities will be realised. The Directors believe that their business plan for developing existing markets and expanding into new markets will mean that Venturi continues to evolve and grow. We perceive that we are in the most dynamic marketplaces and territories that will help us achieve our long-term goal of profitably for the years to come.
Credit Risk
The Group’s principal financial asset is trade debtors. To minimise this risk to this asset credit insurance is used where appropriate and rigorous credit control measures are employed. In addition, the Group’s exposure is spread over a large number of customers with the largest customer making up less than 10% of the ledger. This year we have again witnessed repeat custom and deeper penetration into our existing client base which is testament to our ongoing client account management strategy.
Liquidity risk
The Group oversees all facets of its cash needs to ensure ample liquid resources for meeting operational requirements. The Group continues to utilise invoice discounting facilities to ensure cash needs are met.
Cash flow risk
Cash flow forecasting serves as one of the most important functions performed by the finance team where weekly, monthly and quarterly forecasts are regularly monitored, and necessary measures are undertaken.
Principal risks and uncertainties (continued)
I.T. System Failure Risk
The Group is heavily dependent on its I.T. Systems and database. To mitigate this risk, the directors have ensured that a disaster recovery plan is in place, and cyber security cover is maintained. Venturi passionately believes in investment in infrastructure and its CRM system and continues to work with the best breed suppliers to compete at the highest level in this ever-evolving dynamic landscape.
Reduction in Business Activity
The Group, like any other business, is exposed to a risk of a downturn in the IT Sector. In addition, trading levels are influenced by the general economy. To mitigate this risk, the directors are pro-actively engaged in the running of the business, seeking out and capitalising on new opportunities such as launching into mainland Europe. We continue to strive for a strong contract contribution to our business which we feel gives us visibility of ongoing recurring revenue. We also continue to identify and serve vertical markets where demand outstrips supply.
Turnover has increased by 20% year on year whilst gross profit has increased by 15%, this reflects the growth in the contract market. Continuing to drive the efficiency and effectiveness of the workforce will ensure that Venturi will be best placed to take advantage of all the opportunities that come our way. We continue to pursue our goal of being most known for improving the recruitment experience within the tech sector.
Exceptional costs of £200k are included in the accounts for the year (2022: Nil). Details of exceptional items are disclosed in note 4.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 March 2023.
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £134,595. The directors do not recommend payment of a further dividend.
The Directors acknowledge that an illegal dividend was paid due to there being insufficient reserves in Venturi Holdings. On 1st April 2023, a dividend was paid from Venturi Limited to Venturi Holdings Limited in order to ensure that there were sufficient reserves in Venturi Holdings.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
We have audited the financial statements of Venturi Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty in Relation to Going Concern
We draw attention to note 1.4 in the financial statements which describes the group's financing of working capital. As stated in note 1.4, these events or conditions, along with the other matters as set forth in note 1.4, indicate that a material uncertainty exists that may cast significant doubt on the group's ability to continue as a going concern. Our opinion is not modified in this respect.
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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. 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.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
As explained more fully in the directors' responsibilities statement, 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 parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.
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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.
Audit response to risks identified;
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.
As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.
Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.
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.
Use of our report
This report is made solely to the parent 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 parent company's members those matters we are required to state to them in an auditors report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company's members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £89,305 (2022 - £162,092 profit).
Venturi Holdings Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is WPP Manchester Campus, 1st Floor, 1 New Quay Street, Manchester, England, M3 4BN.
The group consists of Venturi Holdings Limited and all of its subsidiaries.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
All financial statements are made up to 31 March 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
The group meets its day-to-day working capital requirements through invoice discounting facilities in the UK, Germany and USA. The recent rise in inflation and increase in interest rates naturally creates a challenging economic environment with tough trading conditions. Consequently, this can create periods where the availability of cash needs to be tightly managed. The group maintains its cash flow requirements through cashflow projections which are closely monitored and it continues to maintain a strong relationship with its financiers. The groups forecasts for the year ended 31 March 2024 and beyond show that net profit is expected to increase, and the Directors believe that the group can manage its working capital requirements appropriately.
At the time of approving the financial statements, the Directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future and thus continue to adopt the going concern basis of accounting in preparing the financial statements.
Revenue represents amounts receivable for the provision of candidates to permanent positions and labour on a contract basis.
Revenue from contracts for the provision of professional services is recognised at the time the candidate commences employment for permanent staff. For the provision of temporary staff, revenue is recognised at the point the timesheet is authorised.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
Fixtures, fittings and IT includes website development costs capitalised.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors, 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.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities, 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.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax 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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. 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.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the weighted price earnings model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
The expense in relation to share options over the parent company's shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company's investment in that subsidiary.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
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.
Invoice discounting
Amounts due in respect of invoice discounting are separately disclosed as creditors due within one year. The company can use these facilities to draw down on a percentage of the value of certain sales invoices. The management and collection of trade debtors remains with the Group.
In the application of the group’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 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.
Impairment of investments
Impairment of the investments in Venturi Limited, Venturi Group Inc and Venturi Germany GmbH require management to prepare discounted cash flows which involves making significant judgements and assumptions, including sales growth rates and interest rates. The value of the investments as at 31 March 2023 was £7,068,560 (March 2023: £7,068,560).
Goodwill
The useful economic life of purchased goodwill has been estimated as having a useful economic life of 10 years. At each reporting date management assess whether these is any indication that goodwill is impaired. The carrying amount of goodwill is shown in note 12.
The financial statements include certain exceptional costs that have been separately disclosed in order to provide a clear understanding of the company’s financial performance. These exceptional cots relate to significant expenses incurred during the year that are considered to be both unusual in nature and non-recurring.
The exceptional costs recognised during the year relate to costs incurred in connection with the following:
i) a refinance amounting to £146,340, moving a term loan and invoice discounting facility of the business to a new provider
ii) a recruitment fee amounting to £33,000 for a board level hire
iii) share issues amounting to £12,665 to retain key staff within the business
iv) visas amounting to £8,340 to retain key staff within the business
The exceptional costs have been presented separately in the statement of comprehensive income to ensure transparency and facilitate a better understanding of the underlying operating performance of the company.
Management believes that the separate disclosure of exceptional costs provides users of the financial statements with valuable insights into the financial results of the company and enhances comparability with prior periods.
It should be noted that the exceptional costs disclosed in this note are distinct from the normal operating expenses incurred by the company in the ordinary course of business. The normal operating expenses are disclosed separately in the financial statements and are not included in the exceptional costs.
The exceptional costs recognised in the financial statements are deemed to be non-recuring in nature, and their inclusion in the income statement is intended to present a more accurate depiction of the company’s ongoing financial performance, excluding the impact of these exceptional items.
Management has exercised judgement and applied appropriate professional expertise in determining the classification of costs as exceptional. The evaluation of costs as exceptional involved an assessment of the underlying circumstances, management’s intent, and the materiality of the expenses incurred.
The average monthly number of persons (including directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2022 - 2).
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
The Chancellor confirmed in the Spring Budget on 15 March 2023 that the rate of corporation tax will increase from 19% to 25% from 1 April 2023, as originally planned in the 2021 Budget. From the same date a small companies’ rate of 19% will be introduced for companies’ with profits of £50,000 or less. The main rate applies to companies with profits over £250,000 and marginal relief will apply to for profits in between the thresholds.
Details of the company's subsidiaries at 31 March 2023 are as follows:
Registered office addresses (all UK unless otherwise indicated):
Group
Included within other creditors is net invoice financing facilities of £1,827,437 which are secured against trade debtors.
National Westminster Bank PLC has a fixed and floating charge over the assets of the company dated 26 May 2020.
Close Brothers Limited has a fixed and floating charge over all of the assets of the company dated 16 June 2022
Group
There is a fixed and floating charge over the assets of the company in favour of National Westminster Bank PLC dated 27 May 2020.
There is a fixed and floating charge over the assets of the company in favour of Close Brothers Limited dated 16 June 2022.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
£5,471 of the deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances and pension provisions that are expected to mature within the same period.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
The outstanding amount included in creditors for pension contributions as at 31 March 2023 amounted to £21,882
The existing options outstanding at 31 March 2023 had an exercise price of £0.01 and a remaining contractual life of 9 years.
100 share options were granted during the year and had an exercise price of £0.01 and a remaining contractual life of 10 years.
The company valued the granted options using a weighted price earnings model with a suitable discount applied to reflect the number of shares granted. The method used was selected as it was considered the most appropriate model to value a trading company.
The company recognised total expenses of £nil related to equity settled share based payment transactions during the period as the directors consider the charge to be immaterial.
Each Ordinary A and C shares carry one vote, are entitled to dividends or other distributions, entitled to distributions arising from the winding up of the company and are non-redeemable.
F Ordinary shares are not entitled to participate in dividends or other distributions, they carry no voting rights and the holders are entitled pro rata to their holdings, a sum equal to 3% of the sum of the proceeds of a sale in excess of £10,000,001.
The share premium account relates to amounts paid in excess of the nominal value of the share capital.
Retained earnings relates to accumulated profits and losses, less dividends paid.
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The remuneration of key management personnel is as follows.
The ultimate controlling party of the company and group is Bradley Lamb.
Dividends totalling £134,595 (2022: £159,594) were paid in the year in respect of shares held by the company's directors.
As at 31 March 2023 amounts owed to the directors amounted to £495,000 (2022: £150,000). The amounts are interest free and repayable on demand. Amounts repaid in the year totalled £95,000.
As at 31 March 2023 amounts owed by the directors amounted to £1,026 (2022: £1,025). The amounts are interest free and repayable on demand. No amounts have been repaid in the year.