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Registered number: 10334298










TR TECHNOLOGIES LIMITED










DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
TR TECHNOLOGIES LIMITED
 
 
COMPANY INFORMATION


Directors
Saeed Dualeh 
Mohamed Omar 




Registered number
10334298



Registered office
20 Eastbourne Terrace
Eastbourne Terrace

London

England

W2 6LG




Independent auditors
Haysmacintyre LLP

10 Queen Street Place

London

EC4R 1AG





 
TR TECHNOLOGIES LIMITED
 

CONTENTS



Page
Directors' Report
 
 
1 - 2
Independent Auditors' Report
 
 
3 - 6
Statement of Comprehensive Income
 
 
7
Statement of Financial Position
 
 
8
Statement of Changes in Equity
 
 
9
Notes to the Financial Statements
 
 
10 - 18


 
TR TECHNOLOGIES LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

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

Going concern

In assessing the Company's ability to continue as a going concern, the directors have considered the liquidity position and reviewed cash flow forecasts and projections covering the period to December 2025. They have reasonable expectation that the company has adequate financial resources to continue in operational existence for the foreseeable future.
During the year the company made a loss of £3.9m (2021: £2.7m) and had net liabilities of £11.5m (2021: £7.6m) as at the balance sheet date.
As detailed in note 13, the Company entered into a novation agreement with a fellow subsidiary, Talkremit Limited, and Dahabshiil Group Holdings Ltd, a related entity. The outcome of this agreement is that the Company has taken on all the liabilities due to Dahabshiil Group Holdings Ltd from Talkremit Limited. The amounts due to Dahabshiil Group Holdings Ltd at the time of this novation agreement was £21.5m .
In February 2024, the Company entered into a formal interest free lending facility with Dahabshiil Group Holdings Ltd with no specified repayment terms. The facility can be used to provide financing relating to expansion and capital expenditure  for an amount of up to $3.5m in the 2024 financial year. This limit is based on the agreed annual budgeted spend and the directors expect that this facility will be renewed in 2025, albeit at a reduced amount, once the 2025 budget has been prepared and approved. The Company is operating within this limit at the time of approval of the 2022 financial statements.
The Company has the support of its parent company, the ultimate controlling party, and Dahabshiil Group Holdings Ltd, which has provided the vast majority of the group's funding to date. Dahabshiil Group Holdings Ltd has confirmed in writing that it will not require repayment of the debt until the company has the resources to repay it and has confirmed in writing its ongoing support for a period of 12 months from the date the financial statements are signed. Since the year end, Dahabshiil has provided further funding of $5.9m.
This demonstrates the ongoing intention and support by Dahabshiil for the foreseeable future. Since the year end the Company has continued to make losses, however, in recent months, the Group overall has increased its volumes of trade, resulting in the Group generating positive cash flows on a monthly basis. The Group overall is expecting to break even in 2024 and does not require the financing for day to day working capital requirements in relation to its operations.
As a result, the directors believe that the Company is well placed to manage its business risks successfully and meet its liabilities as they fall due. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Directors

The directors who served during the year were:

Saeed Dualeh 
Mohamed Omar 

Page 1

 
TR TECHNOLOGIES LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

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 judgments 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.

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.

Post balance sheet events

On 14 February 2024,  with effect from 22 December 2023, the debt due to a fellow group company, Talkremit Limited, included in amounts owed to group undertakings above, was fully set off following a novation agreement to take on Talkremit Ltd's debt of £21.5m to Dahabshiil Group Holdings Ltd, a related company who has provided the vast majority of group funding to date.

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 2 August 2024 and signed on its behalf.
 


Mohamed Omar
Director

Page 2

 
TR TECHNOLOGIES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TR TECHNOLOGIES LIMITED
 

Opinion


We have audited the financial statements of TR Technologies Limited (the 'Company') for the year ended 31 December 2022, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, 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 December 2022 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.
Page 3

 
TR TECHNOLOGIES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TR TECHNOLOGIES LIMITED (CONTINUED)




We have nothing to report in this regard.


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 2, 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.


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
Page 4

 
TR TECHNOLOGIES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TR TECHNOLOGIES LIMITED (CONTINUED)


irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud 
Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, corporation tax, payroll tax and sales tax. 
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included: 
• Inspecting correspondence with regulators and tax authorities;  
• Discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;  
• Evaluating management’s controls designed to prevent and detect irregularities;  
• Identifying and testing accounting journal entries, in particular those journal entries which greatly impact profit and those which exhibited the characteristics we had identified as possible indicators of irregularities; and 
• Challenging assumptions and judgements made by management in their critical accounting estimates


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.


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.


Page 5

 
TR TECHNOLOGIES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TR TECHNOLOGIES LIMITED (CONTINUED)





Edward Parkes (Senior Statutory Auditor)
for and on behalf of
Haysmacintyre LLP
Statutory Auditors
10 Queen Street Place
London
EC4R 1AG

2 August 2024
Page 6

 
TR TECHNOLOGIES LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

As restated
2022
2021
£
£

  

Turnover
  
667,359
-

Administrative expenses
  
(4,659,881)
(3,364,015)

Other operating income
  
-
10,000

Operating loss
  
(3,992,522)
(3,354,015)

Interest payable and similar expenses
  
-
(1,741)

Loss before tax
  
(3,992,522)
(3,355,756)

Tax on loss
  
108,823
630,272

Loss for the financial year
  
(3,883,699)
(2,725,484)

There was no other comprehensive income for 2022 (2021:£NIL).

The notes on pages 10 to 18 form part of these financial statements.

Page 7

 
TR TECHNOLOGIES LIMITED
REGISTERED NUMBER: 10334298

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

As restated
2022
2021
Note
£
£

Fixed assets
  

Intangible assets
 6 
3,466,803
2,646,073

Tangible assets
 7 
26,714
24,778

  
3,493,517
2,670,851

Current assets
  

Debtors: amounts falling due within one year
 8 
1,499,929
1,208,934

Cash at bank and in hand
 9 
84,432
123,790

  
1,584,361
1,332,724

Creditors: amounts falling due within one year
 10 
(16,598,236)
(11,640,234)

Net current liabilities
  
 
 
(15,013,875)
 
 
(10,307,510)

Net liabilities
  
(11,520,358)
(7,636,659)


Capital and reserves
  

Called up share capital 
  
1
1

Profit and loss account
  
(11,520,359)
(7,636,660)

  
(11,520,358)
(7,636,659)


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: 




................................................
Mohamed Omar
Director

Date: 2 August 2024

The notes on pages 10 to 18 form part of these financial statements.

Page 8

 
TR TECHNOLOGIES LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 October 2020
1
(4,911,176)
(4,911,175)



Loss for the period
-
(2,725,484)
(2,725,484)



At 1 January 2022 (as previously stated)
1
(7,852,610)
(7,852,609)

Prior year adjustment
-
215,950
215,950


At 1 January 2022 (as restated)
1
(7,636,660)
(7,636,659)



Loss for the year
-
(3,883,699)
(3,883,699)


At 31 December 2022
1
(11,520,359)
(11,520,358)


The notes on pages 10 to 18 form part of these financial statements.

Page 9

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

TR Technologies Limited is a private company, limited by shares, incorporated in England & Wales, registered number 10334298. The registered office and principal place of business is 20 Eastbourne Terrace, Eastbourne Terrace, London, England, W2 6LG.
The principal activity is the provision of business and software development.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

Going concern

In assessing the Company's ability to continue as a going concern, the directors have considered the liquidity position and reviewed cash flow forecasts and projections covering the period to December 2025. They have reasonable expectation that the company has adequate financial resources to continue in operational existence for the foreseeable future. During the year the company made a loss of £3.9m (2021: £2.7m) and had net liabilities of £11.5m (2021: £7.6m) as at the balance sheet date.
As detailed in note 13, the Company entered into a novation agreement with a fellow subsidiary, Talkremit Limited, and Dahabshiil Group Holdings Ltd, a related entity. The outcome of this agreement is that the Company has taken on all the liabilities due to Dahabshiil Group Holdings Ltd from Talkremit Limited. The amounts due to Dahabshiil Group Holdings Ltd at the time of this novation agreement was £21.5m .
In February 2024, the Company entered into a formal interest free lending facility with Dahabshiil Group Holdings Ltd with no specified repayment terms. The facility can be used to provide financing relating to expansion and capital expenditure  for an amount of up to $3.5m in the 2024 financial year. This limit is based on the agreed annual budgeted spend and the directors expect that this facility will be renewed in 2025, albeit at a reduced amount, once the 2025 budget has been prepared and approved. The Company is operating within this limit at the time of approval of the 2022 financial statements.
The Company has the support of its parent company, the ultimate controlling party, and Dahabshiil Group Holdings Ltd, which has provided the vast majority of the group's funding to date. Dahabshiil Group Holdings Ltd has confirmed in writing that it will not require repayment of the debt until the company has the resources to repay it and has confirmed in writing its ongoing support for a period of 12 months from the date the financial statements are signed. Since the year end, Dahabshiil has provided further funding of $5.9m.
This demonstrates the ongoing intention and support by Dahabshiil for the foreseeable future. Since the year end the Company has continued to make losses, however, in recent months, the Group overall has increased its volumes of trade, resulting in the Group generating positive cash flows on a monthly basis. The Group overall is expecting to break even in 2024 and does not require the financing for day to day working capital requirements in relation to its operations.
As a result, the directors believe that the Company is well placed to manage its business risks
Page 10

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.2
Going concern (continued)

successfully and meet its liabilities as they fall due. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue comprises income generated from IT tech support and maintenance services, licence fees; along with customer and agent support relating to the platform agreement in place with group undertakings.

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:

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 costs incurred and the costs to complete the transaction can be measure reliably.

Page 11

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.5

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.

 
2.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.

 
2.7

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 credit / charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

 
2.8

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.

Intangible assets consist of development expenditure. The amortisation policy used by management is based on 10% - 20% straight line.  The expenditure incurred relates to a combination of the core infrstrastructure costs as well as developing the underlying architecture to build for scale and growth.  There is also a small amount of updates and improvements made to existing assets. The useful life has been determined by management as being 5 - 10 years depending on the type of spend incurred.  The majority of the spend does relate to core infrastructure costs, which is written off over 10 years, and the small spend on updates and improvements is written off over 5 years.

 
2.9

Tangible fixed assets

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

Page 12

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.9
Tangible fixed assets (continued)

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%
Office equipment
-
25%
Computer equipment
-
25%

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.

 
2.10

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.

 
2.11

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.

 
2.12

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.

Page 13

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

3.


Judgments 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 considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. Management consider the following to be any key sources of estimation uncertainty or significant judgement areas.
Development expenditure
Development expenditure is recognised at cost and subsequently amortised over its useful economic life of 5 to 10 years. Management reconsiders the useful economic life at each balance sheet date and if it has changed, will prospectively alter the rate at which the Development expenditure is written down.  The expenditure incurred relates to a combination of the core infrstrastructure costs and developing the underlying architecture to build for scale and growth. There is also a small amount of updates and improvements made to existing assets. Judgement is applied by management and an element of estimation uncertainty exists in relation to the allocation of time spent by staff and developers between core infrastructure and ongoing updates and improvements to existing assets. Management expect the spend relating to core infrastructure and development to be long lasting, and therefore are amortising the spend over a longer period than any ongoing updates and improvements which are amortised over a shorter period. The majority of the spend year on year relates to the core infrastructure spend and is therefore amortised over a longer period.
Management also consider whether there are any indicators of impairment at the balance sheet date, and if so, will consider whether the recoverable amount is less than the carrying value. Management have prepared and reviewed forecasts and anticipate that significant profits will be generated from the asset in the forseeable future and have therefore not impaired any of the balance.


4.


Auditors' remuneration

2022
2021
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
22,750
13,000


The Company has taken advantage of the exemption not to disclose amounts paid for non audit services as these are disclosed in the group accounts of the parent Company.




5.


Employees

The average monthly number of employees, including directors, during the year was 18 (2021 - 18).

Page 14

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

6.


Intangible assets




Development expenditure

£



Cost


At 1 January 2022
3,120,535


Additions
1,193,344



At 31 December 2022

4,313,879



Amortisation


At 1 January 2022
474,462


Charge for the year on owned assets
372,614



At 31 December 2022

847,076



Net book value



At 31 December 2022
3,466,803



At 31 December 2021
2,646,073



Page 15

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Tangible fixed assets





Motor vehicles
Office equipment
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2022
9,400
4,846
29,138
43,384


Additions
5,100
375
7,889
13,364



At 31 December 2022

14,500
5,221
37,027
56,748



Depreciation


At 1 January 2022
2,937
2,927
12,742
18,606


Charge for the year on owned assets
2,988
1,040
7,400
11,428



At 31 December 2022

5,925
3,967
20,142
30,034



Net book value



At 31 December 2022
8,575
1,254
16,885
26,714



At 31 December 2021
6,463
1,919
16,396
24,778


8.


Debtors

As restated
2022
2021
£
£


Trade debtors
139,359
-

Amounts owed by group undertakings
576,738
471,021

Other debtors
177,205
310,769

Prepayments and accrued income
42,912
-

Tax recoverable
563,715
427,144

1,499,929
1,208,934


Page 16

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

9.


Cash and cash equivalents

2022
2021
£
£

Cash at bank and in hand
84,432
123,790



10.


Creditors: Amounts falling due within one year

As restated
2022
2021
£
£

Other loans
732,116
737,116

Trade creditors
69,386
48,398

Amounts owed to group undertakings
15,729,443
10,797,296

Other taxation and social security
25,689
37,625

Other creditors
1,156
1,610

Accruals and deferred income
40,446
18,189

16,598,236
11,640,234


On 14 February 2024,  with effect from 22 December 2023, the debt due to a fellow group company, Talkremit Limited, included in amounts owed to group undertakings above, was fully set off following a novation agreement to take on Talkremit Ltd's debt of £21.5m to Dahabshiil Group Holdings Ltd, a related company who has provided the vast majority of group funding to date.  As noted in note 2.2, Dahabshiil Group Holdings Ltd has confirmed that it will not require repayment of the debt until the company has the resources to repay it even though it is disclosed as due for repayment within one year.


11.


Prior year adjustment

During the year there was an error identified relating to the calculation of net expenditure being met on behalf of a fellow group undertaking for the period ended 31 December 2021. Amounts accrued in 2022 related to the prior period and therefore should have been included as amounts payable in the prior year. The adjustment required was for £215,950, which was an decrease in expenditure and liabilities as at 31 December 2021.
Furthermore, there have been some errors noted relating to the classification of items within debtors and creditors year on year, which have been rectified in the current year.  This has no impact on the P&L and no impact to net assets, although both debtors and creditors reduced by £1,196,497 as at 31 December 2021.

Page 17

 
TR TECHNOLOGIES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

12.


Related party transactions

Included within other loans is £732,116 (2021: £737,116) of loans made by shareholders. These loans are interest free and repayable on demand. £5,000 (2021: £nil) has been repaid during the year.
During the year, director loan accounts totalling £165,537 which were previously included within other debtors (2022: £161,613) have been written off to the profit and loss account as they are no longer considered recoverable.
Included within amounts owed to group undertakings are amounts totalling £15,729,443 (2021: £10,797,296) due to fellow subsidiary Talkremit Limited.
Other than the items already disclosed in order to show a true and fair view, the company has taken advantage of the exemption available to not disclose the transactions between the company and its group undertakings as is it part of a wholly owned group.


13.


Post balance sheet events

On 14 February 2024,  with effect from 22 December 2023, the debt due to a fellow group company, Talkremit Limited, included in amounts owed to group undertakings above, was fully set off following a novation agreement to take on Talkremit Ltd's debt of £21.5m to Dahabshiil Group Holdings Ltd, a related company who has provided the vast majority of group funding to date.


14.


Controlling party

Talkremit Group Holdings Limited, which is registered in England and Wales, registered address 20 Eastbourne Terrace Eastbourne Terrace, London, England, W2 6LG, was the company's parent and ultimate parent undertaking at 31 December 2022. Talkremit Group Holdings Limited is the largest group these results are consolidated in.
The ultimate controlling party is deemed to be Saeed Dualeh who owns 100% of the share capital of Talkremit Group Holdings Limited. 

Page 18