The director presents the strategic report for the year ended 31 December 2023.
The company is an intermediate holding company, holding shares in subsidiaries, as detailed in note 9.
The profit reported for the year arises following a dividend received from a subsidiary. The company has £Nil net assets.
Principal risks and uncertainties
As a non-trading intermediate parent company, the directors are satisfied that there are no risks and uncertainties to consider.
Key performance indicators
As a non-trading intermediate parent company, the directors are satisfied that there are no key performance indicators to disclose.
Section 172(1) of the Companies Act 2006 imposes a general duty on every company director to act, in good faith, in the way they consider would be most likely to promote the success of the company (and its subsidiaries) for the benefit of its shareholders, while taking into account how the company’s activities (including its subsidiaries) and Board decisions will affect its stakeholders. This statement explains how the Board complies with its obligations under s172 and is consistent with that disclosed in the consolidated First Technical Recruitment Limited's annual report for the year ended 31 December 2023.
The company (and its subsidiaries) recognises the importance of its stakeholders’ views and actively engages with them, proactively considering their interests in the decisions it makes.
Our purposes, strategy and core values
We are committed to supporting our local and the wider community. Our culture is driven by our commitment to our mission, vision and values which ensures that we succeed in the current rapidly changing political and economic economy.
We remain positive and determined to continue to focus on investment in staff development and our business systems to minimise risk and maximise opportunities.
Recent investments have demonstrated our commitment to be a quality, honest and trustworthy company with efficient and reliable recruitment and workforce management solutions. We remain committed to safeguarding and maintaining our compliance and that of our clients and candidates within the highly regulated contingent workforce market sector.
We have regular social events, celebrations, gifts for births, birthdays, weddings etc. and regular group meetings to explain our operational and financial results, present employee awards and provide updates of our charity and social support initiatives.
• We’re fully invested in our employees’ development.
• We support each of them, in every possible way.
• We involve them in significant decisions.
• We’re there for them when they have personal or family issues.
• We all pull together to minimise the negatives and maximise the positives.
• We’re delighted that our staff are central in defining the mission and values of our company.
All staff are kept up to date with our bi-weekly newsletter, highlighting personal achievements, positive clients focused news, new employees, legislative, system, QHSE updates and more.
We celebrate successes on a daily basis and our staff are rewarded based on their agreed goals, service delivery and openly shared performance results.
We remain committed to all our staff being paid at least the “real” Living Wage.
Our approach is based upon the values of the original founders of the company, who created a unique business model, based on a strong commitment to maintaining regular contact and good understanding of our experienced engineering and technical sector candidates. The foundations of this approach continue to change and evolve to satisfy the needs and desired work aspirations of our candidates and our clients’ workforce requirements.
We provide additional value through regular contact, open dialogue and by sharing with our customers our knowledge and expertise via news insights, blogs and recruitment legislation guidance. Alongside this we maintain strong relationships with our key suppliers with an emphasis on fair and ethical trading, open and honest dialogue.
Environmental/ social responsibility
We believe in supporting charitable organisations that align with our two main desired outcomes;
1. To be effective, whilst not having to spend vital donations on employing lots of highly paid staff and;
2. To provide sustainable support and development to poor and/or vulnerable people.
We’re a Disability Confident Employer (Level 2) and we approach diversity and inclusion (D&I) by actively engaging with EVENBREAK to further develop our knowledge and capabilities of disability in the workplace. We strongly believe our organisation can benefit through tapping into this broader range of talent both for ourselves and for our clients and this is central to us achieving a diverse, inclusive and vibrant organisation.
We’ve recently consolidated and simplified our QHSE processes and retained our ISO 9001 accreditation. We are committed to full compliance with GDPR. Our GDPR processes and policy are regularly reviewed to ensure all risks are addressed and compliantly managed. We also take cyber security very seriously therefore our systems and customer data are well protected, tested and verified.
The senior management team will continue to focus on delivering world class recruitment solutions to our existing clients whilst developing new relationships with clients within our chosen sectors. We’re pleased to report that our investments into “neutral vendor” workforce management services and a new fully compliant payroll and billing solution are now well established. The senior management team expect these solutions to continue to grow in line with the expectations of our clients and contractors and with the continual increases in legislative compliance requirements. Our broad range of service offerings, engagement with our contractors, our clients and the wider contingent workforce will also help to promote our brand and enhance our reputation as a provider of excellent, fully compliant recruitment solutions.
On behalf of the board
The director presents his annual report and financial statements for the year ended 31 December 2023.
The results for the year are set out on page 9.
Ordinary dividends were paid amounting to £2,000,000. The director does not recommend payment of a further dividend.
The director who held office during the year and up to the date of signature of the financial statements was as follows:
As an intermediate parent company, the future developments of the company are solely based on the continued success of its trading subsidiaries. The Directors continue to monitor and manage the trading subsidiaries, seeking growth through existing customers and expanding services and opportunities as they arise.
The company (and wider group) has sufficient financial resources in place to execute its strategy to develop for the future.
Sumer Auditco Limited were appointed as auditor to the company and is deemed to be reappointed under section 487(2) of the Companies Act 2006.
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 statement, including this company. The company has therefore taken advantage of exemptions from the disclosure requirements relating to energy and carbon reporting.
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
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 extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. As a non-trading company, no specific laws and regulations have been identified to have such an effect.
Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:
Matters are discussed amongst the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud
Identifying and assessing the design and effectiveness of controls that management have in place to prevent and detect fraud
Detecting and responding to the risks of fraud following discussions with management and enquiring as to whether management have knowledge of any actual, suspected or alleged fraud;
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 company's member in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's member those matters we are required to state to the member in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's member, for our audit work, for this report, or for the opinions we have formed.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
Talascend Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Parry House, Birchwood Boulevard, Birchwood, Warrington, Cheshire, WA3 7QU.
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 £.
This 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:
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.
The financial statements of the company are consolidated in the financial statements of First Technical Recruitment Limited. These consolidated financial statements are available from its registered office, Parry House, Birchwood Boulevard, Birchwood, Warrington, Cheshire, WA3 7QU.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, 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.
Equity instruments issued by the company 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 company.
In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Management consider that there are no key judgements in the application of accounting policies or key sources of uncertainty.
Audit fees are borne by the trading subsidiary company.
The average monthly number of persons (including directors) employed by the company during the year was:
The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
In October 2022, the government announced an increase in the corporation tax main rate from 19% to 25% for companies with profit over £250,000. There is a small company rate of 19% for taxable profits under £50,000 and marginal relief available for profits falling between £50,000 - £250,000 with effect from 1 April 2023.
During the year, the company subscribed for an additional 9 Ordinary shares of £1 each, in Talascend Limited at par value.
Details of the company's subsidiaries at 31 December 2023 are as follows:
Registered office addresses (all UK unless otherwise indicated):
On 10 November 2023, the company reduced its share capital by cancelling and extinguishing 1,016,305,455,990 Ordinary shares of 0.001p.
The company has taken advantage of the exemption provided in Financial Reporting Standard 102 Section 33 from disclosing related party transactions with group companies.