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Registered number: 05436117









HD CLINICAL LIMITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2023

 
HD CLINICAL LIMITED
 

COMPANY INFORMATION


DIRECTORS
Dr C A Layton 
Prof M T Rothman 
M Coull 
C Layton 
P J Arrowsmith 




COMPANY SECRETARY
S E White



REGISTERED NUMBER
05436117



REGISTERED OFFICE
Thremhall Park
Start Hill

Bishop's Stortford

CM22 7WE




INDEPENDENT AUDITORS
Price Bailey LLP
Chartered Accountants & Statutory Auditors

Causeway House

1 Dane Street

Bishop's Stortford

Hertfordshire

CM23 3BT




SOLICITORS
Mills & Reeve LLP
Botanic House

100 Hills Road

Cambridge

CB2 1PH





 
HD CLINICAL LIMITED
 

CONTENTS



Page
Directors' Report
 
1 - 2
Independent Auditors' Report
 
3 - 6
Statement of Comprehensive Income
 
7
Balance Sheet
 
8
Statement of Changes in Equity
 
9
Notes to the Financial Statements
 
10 - 21


 
HD CLINICAL LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 OCTOBER 2023

The directors present their report and the financial statements for the year ended 31 October 2023.

PRINCIPAL ACTIVITY

The principle activity of the company during the year was the development and sale of computer programmes for use in the provision of healthcare services.

DIRECTORS

The directors who served during the year were:

Dr C A Layton 
Prof M T Rothman 
M Coull 
C Layton 
P J Arrowsmith 

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

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


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

make judgements and accounting estimates that are reasonable and prudent;

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

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

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

Page 1

 
HD CLINICAL LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2023

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

AUDITORS

The auditorsPrice Bailey LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

SMALL COMPANIES NOTE

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board on 14 March 2024 and signed on its behalf.
 





Dr C A Layton
Director

Page 2

 
HD CLINICAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HD CLINICAL LIMITED
 

OPINION


We have audited the financial statements of HD Clinical Limited (the 'Company') for the year ended 31 October 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 October 2023 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


BASIS FOR OPINION


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


CONCLUSIONS RELATING TO GOING CONCERN


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


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


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


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 3

 
HD CLINICAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HD CLINICAL LIMITED (CONTINUED)


OPINION 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report has 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 Directors' Report.


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


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.


RESPONSIBILITIES OF DIRECTORS
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 4

 
HD CLINICAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HD CLINICAL LIMITED (CONTINUED)


AUDITORS' 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 Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the entity and the sector in which it operates and considered the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations. This included those regulations directly related to the financial statements, including financial reporting, tax legislation and GDPR, employment law, health and safety and safeguarding.
The risks were discussed with the audit team and we remained alert to any indications of non-compliance throughout the audit. We carried out specific procedures to address the risks identified. These included the following:
•  We reviewed systems and procedures to identify potential areas of management override risk. In     particular, we carried out testing of journal entries and other adjustments for appropriateness, and    evaluated the business rationale of significant transactions to identify large or unusual transactions. 
•  We reviewed key authorisation procedures and decision making processes for any unusual or one-off    transactions.
•  We reviewed minutes of Directors meetings and agreed the financial statement disclosures to underlying   supporting documentation.
•  We have made enquiries of the senior management team including the CFO regarding laws and    regulations applicable to the company and obtained the report details of any breaches where applicable in  order to assess the impact upon the company.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 5

 
HD CLINICAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HD CLINICAL LIMITED (CONTINUED)


USE OF OUR REPORT
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Richard Vass (Senior Statutory Auditor)
  
for and on behalf of
Price Bailey LLP
 
Chartered Accountants
Statutory Auditors
  
Causeway House
1 Dane Street
Bishop's Stortford
Hertfordshire
CM23 3BT

19 March 2024
Page 6

 
HD CLINICAL LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2023

2023
2022
Note
£
£

  

Turnover
  
3,318,267
3,209,256

Cost of sales
  
(178,078)
(97,827)

Gross profit
  
3,140,189
3,111,429

Administrative expenses
  
(3,771,721)
(3,108,708)

Other operating income
  
12,279
28,506

Operating (loss)/profit
  
(619,253)
31,227

Interest receivable and similar income
  
9,840
12,239

Interest payable and similar expenses
  
(6,500)
-

(Loss)/profit before tax
  
(615,913)
43,466

Tax on (loss)/profit
 5 
217,433
184,410

(Loss)/profit for the financial year
  
(398,480)
227,876

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 10 to 21 form part of these financial statements.

Page 7

 
HD CLINICAL LIMITED
REGISTERED NUMBER: 05436117

BALANCE SHEET
AS AT 31 OCTOBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 6 
183,384
224,904

Tangible assets
 7 
80,624
95,105

Investments
 8 
2
2

  
264,010
320,011

Current assets
  

Stocks
  
85,572
57,943

Debtors: amounts falling due after more than one year
 9 
-
63,854

Debtors: amounts falling due within one year
 9 
1,426,732
1,016,829

Cash at bank and in hand
 10 
445,272
1,059,104

  
1,957,576
2,197,730

Creditors: amounts falling due within one year
 11 
(1,601,324)
(1,507,040)

Net current assets
  
 
 
356,252
 
 
690,690

Total assets less current liabilities
  
620,262
1,010,701

Provisions for liabilities
  

Other provisions
 12 
(45,000)
(42,600)

Net assets
  
575,262
968,101


Capital and reserves
  

Called up share capital 
 13 
2,109,072
2,103,431

Share premium account
  
779,335
779,335

Profit and loss account
  
(2,313,145)
(1,914,665)

  
575,262
968,101


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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



Dr C A Layton
Director

Date: 14 March 2024

The notes on pages 10 to 21 form part of these financial statements.

Page 8

 
HD CLINICAL LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 November 2021
2,098,506
779,335
(2,142,541)
735,300


Comprehensive income for the year

Profit for the year
-
-
227,876
227,876

Shares issued during the year
4,925
-
-
4,925


Total transactions with owners
4,925
-
-
4,925



At 1 November 2022
2,103,431
779,335
(1,914,665)
968,101


Comprehensive income for the year

Loss for the year
-
-
(398,480)
(398,480)

Shares issued during the year
5,641
-
-
5,641


Total transactions with owners
5,641
-
-
5,641


At 31 October 2023
2,109,072
779,335
(2,313,145)
575,262


The notes on pages 10 to 21 form part of these financial statements.

Page 9

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

1.


GENERAL INFORMATION

HD Clinical Limited, registration number 05436117, is a company limited by shares incorporated in England and Wales, within the United Kingdom. The Company is registered at Thremhall Park, Start Hill, Bishop's Stortford, CM22 7WE.

2.ACCOUNTING POLICIES

 
2.1

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006 (FRS 102).

The following principal accounting policies have been applied:

 
2.2

EXEMPTION FROM PREPARING CONSOLIDATED FINANCIAL STATEMENTS

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

GOING CONCERN

The company's forecasts and projections along with post balance sheet date cash balances, trading performance and sales pipeline show that the company will be able to operate within the level of its cash resources. The directors have considered that they will have sufficient positive cash flow from recurring maintenance revenues and new product sales to enable the business to continue trading. Therefore, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least 12 months for the date of approval of the financial statements, thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

 
2.4

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Company's functional and presentational currency is Pounds Sterling.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the Bank of England monthly average spot rate for the previous month.

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

Page 10

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

REVENUE

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

OPERATING LEASES: THE COMPANY AS LESSEE

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

 
2.7

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.8

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 11

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.9

PENSIONS

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.10

SHARE-BASED PAYMENTS

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

The company has chosen to take the transitional exemption in FRS 102.35.10(b) in relation to share-based payments. Disclosure of the nature and business purpose of the arrangements are disclosed in note 14.

 
2.11

TAXATION

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Page 12

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.12

INTANGIBLE ASSETS

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.13

TANGIBLE FIXED ASSETS

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Motor vehicles
-
25%
Reducing balance
Fixtures and fittings
-
20%
Straight line
Office equipment
-
33%
Straight line
Computer equipment
-
33%
Straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.14

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

Page 13

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.15

STOCKS

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.16

DEBTORS

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.18

CREDITORS

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

PROVISIONS FOR LIABILITIES

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
 
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

 
2.20

FINANCIAL INSTRUMENTS

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt
Page 14

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

2.ACCOUNTING POLICIES (CONTINUED)


2.20
FINANCIAL INSTRUMENTS (continued)

instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.


3.



JUDGEMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 considerd 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 recognied in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Company's accounting policies
In the process of applying the Company's accounting policies when preparing the financial statements, the directors made critical judgements in relation to the revenue recognition of product sales. Management was required to consider the stage of completion of long term projects in the context of the detailed criteria for recognition of revenue from the sales of goods and services set out in FRS 102 section 23 Revenue. In particular, management considered whether the significant risks and rewards of ownership of the software were transferred to the customer during the reporting period.
Key sources of estimation uncertainty
A key assumption concerning the future, that may have significant risk of causing a material adjustment to the carrying amounts of assets within the next financial year, is the estimated useful economic life (UEL) of the Company's intangible purchased goodwill asset.
 


4.


EMPLOYEES

The average monthly number of employees, including directors, during the year was 53 (2022 - 42).

Page 15

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

5.


TAXATION


2023
2022
£
£

Corporation tax


Current tax on profits for the year
(217,433)
(184,410)

FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 22.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


(Loss)/profit on ordinary activities before tax
(615,913)
43,466


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 22.5% (2022 - 19%)
(138,580)
8,259

Effects of:


Non-tax deductible amortisation of goodwill and impairment
9,342
7,889

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
787
229

Capital allowances for year in excess of depreciation
195
390

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(89,177)
(201,177)

Total tax charge for the year
(217,433)
(184,410)


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

There were no factors that may affect future tax charges.

Page 16

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

6.


INTANGIBLE ASSETS




Goodwill

£



Cost


At 1 November 2022
1,967,018



At 31 October 2023

1,967,018



Amortisation


At 1 November 2022
1,742,114


Charge for the year on owned assets
41,520



At 31 October 2023

1,783,634



Net book value



At 31 October 2023
183,384



At 31 October 2022
224,904



Page 17

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

7.


TANGIBLE FIXED ASSETS





Motor vehicles
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 November 2022
75,624
16,131
17,676
104,844
214,275


Additions
-
-
1,196
23,053
24,249


Disposals
-
-
-
(52,388)
(52,388)



At 31 October 2023

75,624
16,131
18,872
75,509
186,136



Depreciation


At 1 November 2022
11,722
9,085
14,947
83,416
119,170


Charge for the year on owned assets
15,975
3,228
1,816
17,711
38,730


Disposals
-
-
-
(52,388)
(52,388)



At 31 October 2023

27,697
12,313
16,763
48,739
105,512



Net book value



At 31 October 2023
47,927
3,818
2,109
26,770
80,624



At 31 October 2022
63,902
7,046
2,729
21,428
95,105


8.


FIXED ASSET INVESTMENTS





Investments in subsidiary companies

£



Cost or valuation


At 1 November 2022
2



At 31 October 2023
2




Page 18

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

9.


DEBTORS

2023
2022
£
£

Due after more than one year

Other debtors
-
63,854


2023
2022
£
£

Due within one year

Trade debtors
191,202
308,198

Amounts owed by group undertakings
248,552
128,874

Amounts owed by joint ventures and associated undertakings
50,996
80,833

Other debtors
63,854
-

Prepayments and accrued income
655,752
314,638

Tax recoverable
216,376
184,286

1,426,732
1,016,829



10.


CASH AND CASH EQUIVALENTS

2023
2022
£
£

Cash at bank and in hand
445,272
1,059,104



11.


CREDITORS: Amounts falling due within one year

2023
2022
£
£

Bank loans
264,663
-

Trade creditors
54,673
74,909

Other taxation and social security
158,735
140,380

Other creditors
29,701
15,802

Accruals and deferred income
1,093,552
1,275,949

1,601,324
1,507,040


Page 19

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

12.


PROVISIONS





Provision for dilapidations

£





At 1 November 2022
42,600


Charged to profit or loss
2,400



At 31 October 2023
45,000


13.


SHARE CAPITAL

2023
2022
£
£
Allotted, called up and fully paid



20,430,978 (2022 - 20,430,978) Ordinary shares of £0.10 each
2,043,098
2,043,098
6,597,392 (2022 - 6,033,342) 'A' Ordinary shares of £0.01 each
65,974
60,333

2,109,072

2,103,431


During the year 564,050 'A' Ordinary £0.01 shares were issued at par.


14.


SHARE BASED PAYMENTS

Historically, the company has awarded a number of share options to employees either as agreements made under an Enterprise Management Incentive Scheme or by the issue of share warrants. All options granted are over 'A' Ordinary shares, which have a nominal value of £0.01. 
During the year, 564,050 shares were issued as a result of the exercise of options and options over 54,000 shares lapsed after employees left the Company.
The outstanding options at 31 October 2023 were held by 49 current and former employees and Non-exec Directors.

At 1 Nov 22
Granted
Exercised
Lapsed/ cancelled
At 31 Oct 23
Date of Grant

11 February 2013 at £0.01

464,333

-

(432,000)
 
(32,333)
 
-

18 December 2015 at £0.01

236,250

-

(48,750)
 
-
 
187,500

25 January 2019 at £0.01

350,000

-

(30,000)
 
(15,000)
 
305,000

30 April 2020 at £0.01

746,667

-

(53,300)
 
(6,667)
 
686,700

31 May 2023 at £0.01

-

670,000

-
 
-
 
670,000

Total

1,797,250

670,000

(564,050)
 
(54,000)
 
1,849,200



Page 20

 
HD CLINICAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023

15.


COMMITMENTS UNDER OPERATING LEASES

At 31 October 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£

Land and buildings


Not later than 1 year
165,299
172,639

Later than 1 year and not later than 5 years
4,360
156,580

169,659
329,219

2023
2022

£
£

Other operating leases


Not later than 1 year
26,904
23,376

Later than 1 year and not later than 5 years
14,061
13,215

40,965
36,591


16.


CONTROLLING PARTY

In the opinion of the directors there is no ultimate controlling party as no one person or party of persons owned more that 50% of the equity capital of the company.


Page 21