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Registered number: SC608549









SYSTAL HOLDINGS LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
SYSTAL HOLDINGS LIMITED
 

COMPANY INFORMATION


Directors
Douglas Cumming 
Neil John Nicolson 
Gary James O'Neil 




Registered number
SC608549



Registered office
Rowan House
Robroyston Oval

Glasgow

G33 1AP




Independent auditors
Anderson Anderson & Brown Audit LLP

133 Finnieston Street

Glasgow

G3 8GJ




Bankers
Virgin Money
5th Floor, Guildhall

57 Queen Street

Glasgow

G1 3ER





 
SYSTAL HOLDINGS LIMITED
 

CONTENTS



Page
Strategic report
1
Directors' report
2 - 3
Independent auditors' report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Analysis of net debt
11
Notes to the financial statements
12 - 22


 
SYSTAL HOLDINGS LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The Directors present their strategic report for the year ended 31 December 2023.

Business review
 
Systal Holdings Limited is the parent company of the worldwide Systal Technology Solutions Group. Demand for Systal’s value added and leading transformation and managed network service solutions, underpinned by long term customer relationships and a strong base of recurring revenue, continues to drive growth in shareholder value. 

Principal risks and uncertainties
 
The Board reviewed the principle risks and uncertainties of the Group and concluded that there were no
significant changes. The Group’s principle risks are its competitors, customer concentration, staff retention and cyber security. Training and developing staff, strategic actions to win new business and application of the latest software combined with targeted on-line learning sought to manage these risks during the year.

Financial key performance indicators
 
The financial key performance indicator is the overall profit for the year but recognising this company is a holding company of the worldwide Systal Technology Solutions Group.  

Financial risk management
 
The company's financial instruments comprise cash at bank, invoice discounting facility, bank loans and hire
purchase facilities. The main purpose of these instruments is to raise adequate finance for the company's
operations.
The main risks arising from the company's financial instruments are interest rate fluctuations and liquidity risk. It
is the company's policy to finance its operations through a mixture of cash and borrowing and to review
periodically the mixture of these instruments with regard to the projected cash flow requirements of the company
at an acceptable level of exposure.

Future developments

The company is continuing to develop its worldwide customer base. The company continues to look for further
development opportunities.


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





Neil John Nicolson
Director

Date: 1 July 2024

Page 1

 
SYSTAL HOLDINGS LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The Directors present their report and the financial statements for the year ended 31 December 2023.

Directors' responsibilities statement

The Directors are responsible for preparing the Strategic report, 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;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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.

Directors

The Directors who served during the year were:

Douglas Cumming 
Neil John Nicolson 
Gary James O'Neil 

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 auditorsAnderson Anderson & Brown Audit LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 2

 
SYSTAL HOLDINGS LIMITED
 

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

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





Neil John Nicolson
Director

Date: 1 July 2024

Page 3

 
SYSTAL HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYSTAL HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of Systal Holdings Limited (the 'Company') for the year ended 31 December 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 December 2023 and of its profit 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 4

 
SYSTAL HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYSTAL HOLDINGS 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 Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


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 Strategic report or the Directors' report.


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


adequate accounting records have not been kept, 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.


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.


Page 5

 
SYSTAL HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYSTAL HOLDINGS 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:
- completing a risk-assessment process during our planning for this audit that specifically considered the risk of
fraud;
- enquiry of management about the company's policies, procedures and related controls regarding compliance
with laws and regulations and if there are any known instances of non-compliance;
- examining supporting documents for all material balances, transactions and disclosures;
- enquiry of management, about litigations and claims and inspection of relevant correspondence
- evaluation of the selection and application of accounting policies related to subjective measurements and
complex transactions;
- analytical procedures to identify any unusual or unexpected relationships;
- specific audit testing on and review of areas that could be subject to management override of controls and
potential bias;
- considering management override of controls outside of the normal operating cycles including testing the
appropriateness of journal entries recorded in the general ledger and other adjustments made in the preparation
of the financial statements including evaluating the business rationale of significant transactions, outside the
normal course of business.
We design our procedures so as to obtain sufficient appropriate audit evidence that the financial statements are
not materially misstated due to non-compliance with laws and regulations or due to fraud or error.
We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all
laws and regulations - this responsibility lies with management with the oversight of the directors.
Based on our understanding of the company and industry, discussions with management and directors we
identified financial reporting standards and Companies Act 2006 as having a direct effect on the amounts and
disclosures in the financial statements.
As part of the engagement team discussion about how and where the company's financial statements may be
materially misstated due to fraud, we did not identify any areas with an increased risk of fraud.
Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of
the financial statements may not be detected, even though the audit is properly planned and performed in
accordance with the ISAs (UK).
The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from
fraud because fraud may involve sophisticated and carefully organized schemes designed to conceal it, including
deliberate failure to record transactions, collusion or intentional misrepresentations being made to us.


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 6

 
SYSTAL HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SYSTAL HOLDINGS 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.





Angus McCuaig (Senior statutory auditor)
  
for and on behalf of
Anderson Anderson & Brown Audit LLP
 
Statutory Auditors
  
133 Finnieston Street
Glasgow
G3 8GJ

2 July 2024
Page 7

 
SYSTAL HOLDINGS LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Cost of sales
  
-
(335,000)

Gross profit/(loss)
  
-
(335,000)

Administrative expenses
  
(550,068)
(523,388)

Exceptional items
  
-
(4,000,000)

Operating loss
 3 
(550,068)
(4,858,388)

Dividends received
  
600,000
5,434,000

Interest payable and similar expenses
 7 
(37)
-

Profit before tax
  
49,895
575,612

Tax on profit
 8 
-
-

Profit for the financial year
  
49,895
575,612

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 12 to 22 form part of these financial statements.

Page 8

 
SYSTAL HOLDINGS LIMITED
REGISTERED NUMBER: SC608549

BALANCE SHEET
AS AT 31 DECEMBER 2023

As restated
2023
2022
Note
£
£

Fixed assets
  

Investments
 10 
220,562
220,562

  
220,562
220,562

Current assets
  

Debtors: amounts falling due within one year
 11 
6,443,062
7,799,995

Cash at bank and in hand
  
658,678
465,275

  
7,101,740
8,265,270

Creditors: amounts falling due within one year
 12 
(7,272,309)
(8,485,734)

Net current liabilities
  
 
 
(170,569)
 
 
(220,464)

  

Net assets
  
49,993
98


Capital and reserves
  

Called up share capital 
 13 
154
154

Profit and loss account
  
49,839
(56)

  
49,993
98


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




Neil John Nicolson
Director

Date: 1 July 2024

The notes on pages 12 to 22 form part of these financial statements.

Page 9

 
SYSTAL HOLDINGS LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 January 2022
154
(575,668)
(575,514)


Comprehensive income for the year

Profit for the year
-
575,612
575,612



At 1 January 2023
154
(56)
98


Comprehensive income for the year

Profit for the year
-
49,895
49,895


At 31 December 2023
154
49,839
49,993


The notes on pages 12 to 22 form part of these financial statements.

Page 10

 
SYSTAL HOLDINGS LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

465,275

193,403

658,678


465,275
193,403
658,678

The notes on pages 12 to 22 form part of these financial statements.

Page 11

 
SYSTAL HOLDINGS LIMITED
 

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

1.


General information

Systal Holdings Limited is a private company, limited by shares, registered in Scotland. The company's registered number is SC608549 and its registered office is Rowan House, 1 Robroyston Oval, Nova Business Park, Glasgow, G33 1AP.
The principal activity of the company is that of a holding company.
The financial statements are presented in Sterling, which is also the functional currency of the company.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies.
The following principal accounting policies have been applied:

 
2.2

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:

 
2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Sarah Topco Limited as at 31 December 2023 and these financial statements may be obtained from 47 Queen Anne Street, Marylebone, London, United Kingdom, W1G 9JG..

Page 12

 
SYSTAL HOLDINGS LIMITED
 

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

2.Accounting policies (continued)

 
2.4

Going concern

In preparing these financial statements, group budgets and current management information have been examined and the group continues to receive support from banking facilities. The Directors have a reasonable expectation that the company will have adequate resources to continue in operational existence for the forseeable future. They continue to believe the going concern basis of accounting is appropriate in preparing these annual financial statements. 

  
2.5

Critical accounting judgements and estimates

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those 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.
The Directors consider there to be no significant estimates that affect the financial statements. The Directors consider a key judgement, that has been appropriately assessed and presented within the exceptional administration costs, that is a subsidiary company loan write off.

 
2.6

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.

 
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 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.

 
2.8

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.9

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 13

 
SYSTAL HOLDINGS LIMITED
 

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

2.Accounting policies (continued)

 
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

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.

 
2.12

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.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is the approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date. 

 
2.13

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends when approved by the shareholders at an annual general meeting.


3.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Exchange differences
118,784
325,404

Auditors' remuneration (note 4)
4,000
3,000


4.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
4,000
3,000

Page 14

 
SYSTAL HOLDINGS LIMITED
 

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

5.


Employees




The average monthly number of employees, including directors, during the year was 3 (2022 - 3).


6.


Income from investments

2023
2022
£
£



Dividends received from subsidiaries
(600,000)
(5,434,000)

(600,000)
(5,434,000)



7.


Interest payable and similar expenses

2023
2022
£
£


Other interest payable
37
-

37
-


8.


Taxation


Page 15

 
SYSTAL HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
8.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - lower than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
49,895
575,612


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
11,735
109,366

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
40,751
-

Exempt distribution income
(141,123)
(1,032,460)

Non-taxable income
-
760,000

Changes in provisions leading to an increase (decrease) in the tax charge
(5,575)
(51,503)

Movement in deferred tax not recognised
94,212
214,597

Total tax charge for the year
-
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.




9.


Exceptional items

2023
2022
£
£

Exceptional administrative items


Intercompany loan write-off
-
4,000,000

-
4,000,000

Page 16

 
SYSTAL HOLDINGS LIMITED
 

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

10.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
220,562



At 31 December 2023
220,562




Page 17

 
SYSTAL HOLDINGS LIMITED
 

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

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Systal Technology Solutions Ltd
Rowan House, 1 Robroyston Oval, Nova Business Park, Glasgow, G33 1AP
Ordinary
100%
Systal Technology Solutions (Ireland) Ltd
Marine House, Clan William Place, Dublin
Ordinary
100%
Systal Technology Solutions Inc
Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware, 19801
Ordinary
100%
Systal Technology Singapore PTE Ltd
7 Straits View, #12-00 Marina One East Tower, Singapore, 018936
Ordinary
100%
Systal Technology Solutions Australia Pty Ltd
Barangaroo, 2000 New South Wales, Australia
Ordinary
100%
Systal Technology Solutions SAS
Favart: 4, RUE MARIVAUX - 75002 PARIS
Ordinary
100%
Systal Technology Solutions GmbH
Eschersheimer Landstrasse 14, 60322 Frankfurt am Main, Germany
Ordinary
100%
Systal Technology Solutions S.L.
C/ Principe de Vergara 211, 28002 Madrid, Spain
Ordinary
100%
Systal Technology Solutions SRL
TLS Associazione Professionale di Avvocati e Commercialisti Piazza Tre Torri, 220145 Milano, Italy
Ordinary
100%
Systal Technology Solutions S.r.o
CITY TOWER, Hvezdova 1716/2b, 140 78 Praha 4, Czech Republic
Ordinary
100%
Systal Technology Solutions S.r.o
Business Centre, Twin City, Karadzieova 2/A, 815 32 Bratislava, Slovakia
Ordinary
75%
Systal Technology Solutions NV
Apollolaan 151, 1077 AR Amsterdam, The Netherlands
Ordinary
100%
Systal Technology Solutions NV
Avenue Marnix 23, 5th floor, 1000 Brussels
Ordinary
100%
Systal Technology Solutions OY
P.O. Box 1015 (Itamerentori 2), FI-00101 Helsinki, Finland
Ordinary
100%
Systal Technology Solutions ApS
BKH LawAmaliegade 15, 1256 Copenhagen BKKH Law P/S, CVR 37 34 96 74
Ordinary
100%
Systal Technology Solutions AB
P.O. Box 16285, 103 25 Stockholm, Sweden
Ordinary
100%
Page 18

 
SYSTAL HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)


Name

Registered office

Class of shares

Holding

Systal Technology Solutions AG
Zahlerweg 6, 6300 Zug, Switzerland
Ordinary
100%
Systal Solucoes em Tecnologia Ltda
Europartner: Avenida Paulista 807 - sala 522Bela Vista, Sao Paulo - SPCEP 013110915
Ordinary
100%
Systal Technology Solutions Malaysia Shd Bhd
Level 11, 1 Sentral, Jalan Rakyat, Kuala Lumpur Sentral, 50470 Kuala Lumpur, Malaysia
Ordinary
100%
Systal Technology Solutions Inc
18 York Street, Suite c2500, Toronto, Ontario, M5J 0B2
Ordinary
100%
Systal Technology Solutions PL
Chandiok & Guliana Chartered Accountants: C-44, Nizamuddin East, New Delhi - 110013, India
Ordinary
100%
Systal Technology AS
Munkedamsveien 59B, 0270 OSLO
Ordinary
100%
Systal Technology Soultions Ltd
Level 26, HSBC Tower, 188 Quay Street, Auckland, 1010, NZ
Ordinary
100%
Systal Technology Solutions (Pty) Ltd
P.O. Box 429, Pretoria, 0001, Republic of South Africa, Docex 256, Pretoria
Ordinary
100%
Raeste lota S.a.r.l.
17 Boulevard F.W. Raiffeisen, 2411, Luxembourg
Ordinary
100%
Systal Technology Solutions Ltd
3806 Central Plaza, 18 Harbour Road, Wanchai, Hong Kong
Ordinary
100%

Page 19

 
SYSTAL HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Systal Technology Solutions Ltd
4,994,881
(536,106)

Systal Technology Solutions (Ireland) Ltd
122,995
70,229

Systal Technology Solutions Inc
375,261
102,927

Systal Technology Singapore PTE Ltd
(8,599)
12,712

Systal Technology Solutions Australia Pty Ltd
(6,278)
(622)

Systal Technology Solutions SAS
110,568
48,495

Systal Technology Solutions GmbH
198,162
74,285

Systal Technology Solutions S.L.
41,385
2,445

Systal Technology Solutions SRL
191,428
77,293

Systal Technology Solutions S.r.o
301,862
199,117

Systal Technology Solutions S.r.o
(114,413)
205,279

Systal Technology Solutions NV
22,827
5,401

Systal Technology Solutions NV
64,758
1,332

Systal Technology Solutions OY
1
1,605

Systal Technology Solutions ApS
42,418
418

Systal Technology Solutions AB
3,580
2,158

Systal Technology Solutions AG
92,803
(374)

Systal Solucoes em Tecnologia Ltda
19,647
4,708

Systal Technology Solutions Malaysia Shd Bhd
20,487
(15,631)

Systal Technology Solutions Inc
7,214
3,210

Systal Technology Solutions PL
(35,030)
3,431

Systal Technology AS
2,317
(171)

Systal Technology Soultions Ltd
50
(111)

Systal Technology Solutions (Pty) Ltd
-
(150)

Raeste lota S.a.r.l.
10,596
(20,982)

Systal Technology Solutions Ltd
1,006
(128)

Page 20

 
SYSTAL HOLDINGS LIMITED
 

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

11.


Debtors

As restated
2023
2022
£
£


Amounts owed by group undertakings
6,387,082
7,698,235

Other debtors
55,980
101,760

6,443,062
7,799,995


The comparative for debtors and creditors (at note 12) have been restated to include a balance previously disclosed as "amounts owed by joint ventures and associate undertakings" to "amounts owed by group undertakings".  This has had no effect on the overall reported results for 2022.


12.


Creditors: Amounts falling due within one year

As restated
2023
2022
£
£

Trade creditors
184,154
2,593

Amounts owed to group undertakings
6,915,582
8,448,881

Accruals and deferred income
172,573
34,260

7,272,309
8,485,734



13.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



26 (2022 - 26) Ordinary 'A' shares shares of £1.00 each
26
26
4 (2022 - 4) Ordinary 'B' shares shares of £1.00 each
4
4
30 (2022 - 30) Ordinary 'C' shares shares of £1.00 each
30
30
30 (2022 - 30) Ordinary 'D' shares shares of £1.00 each
30
30
24 (2022 - 24) Ordinary 'E' shares shares of £1.00 each
24
24
20 (2022 - 20) Ordinary 'F' shares shares of £1.00 each
20
20
20 (2022 - 20) Ordinary 'G' shares shares of £1.00 each
20
20

154

154


Page 21

 
SYSTAL HOLDINGS LIMITED
 

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

14.


Capital management

Capital comprises of share capital and reserves stated on the balance sheet. The group's objective when managing capital is to safeguard the group's ability to continue as a going concern. 
The company manages capital by regularly monitoring its current and expected liquidity requirements rather than using debt/equity ratio analyses. No changes were made in the objective, policies and processes during the year.
The group is subject to externally imposed capital requirements as part of its bank facility arrangements.


15.


Related party transactions

As detailed within accounting policy 2.3, the company has taken exemption to disclose certain related parties transactions as per Section 33 Related Party Disclosures paragraph 33.7. The company has not entered into any other related party transactions during the year that require disclosure.


16.


Controlling party

The ultimate parent company is Sarah Topco Limited, a company incorporated in Great Britain and registered in England and Wales.
Copies of the consolidated financial statements of the group are available to the public from its registered office at 47 Queen Anne Street, Marylebone, London, United Kingdom, W1G 9JG.

Page 22