REGISTERED NUMBER: 14360759 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE PERIOD 17 SEPTEMBER 2022 TO 31 DECEMBER 2023 |
FOR |
KEYSTREAM HOLDINGS LTD |
REGISTERED NUMBER: 14360759 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE PERIOD 17 SEPTEMBER 2022 TO 31 DECEMBER 2023 |
FOR |
KEYSTREAM HOLDINGS LTD |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
for the Period 17 September 2022 to 31 December 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income | 10 |
Consolidated Balance Sheet | 11 |
Company Balance Sheet | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Financial Statements | 17 |
KEYSTREAM HOLDINGS LTD |
COMPANY INFORMATION |
for the Period 17 September 2022 to 31 December 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
4 Grovelands |
Boundary Way |
Hemel Hempstead |
Hertfordshire |
HP2 7TE |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
GROUP STRATEGIC REPORT |
for the Period 17 September 2022 to 31 December 2023 |
The directors present their strategic report of the company and the group for the period 17 September 2022 to 31 December 2023. |
REVIEW OF BUSINESS |
The group's principal activity is that of recruitment and consultancy services, providing professionals into the healthcare sector in the UK. Keystream mainly operates from its office in London. Keystream provides high quality professionals to its clients in Digital, Data and Technology teams across the Public Sector. The Group's vision is to be a trusted delivery partner to its clients and positively contribute towards digitisation of the public sector. |
Revenue for the year was £52,204,002 (2022: £51,289,481), with operating profit of £1,087,395 (2022: £2,229,354) inline with expectations. As the pent up demand for Covid eased in 2022 & 2023, the group focused on growing its existing services and client base. The Group also invested in systems and processes with a view to drive efficiencies and enable growth. |
Our emphasis remains on delivering outstanding quality and service to our customers and suppliers; to meet our values and missions. As we look forward, despite political & economic uncertainties, outlook remains positive due to skill shortages, requirement of transformation and digitisation. |
PRINCIPAL RISKS AND UNCERTAINTIES |
External Environment |
Whilst the public sector is resilient to economic uncertainties, government policy and public sector funding may be reduced to recover the overspend that occurred during the COVID-19 pandemic. Investment in digitalisation and technology may be reduced with government policy to support the recovery of the overspend and to focus on pure healthcare rather than digitisation. |
Operational Risk |
Due to the nature of the company, the directors have implemented numerous self-audits to reduce risk of process risk and system risk. There are risk reviews and governance meetings held on regular basis to assess and mitigate potential operational risks. |
Cashflow Risk |
Cashflow is fundamental to the company, which could affect the brands reputation. Cashflow is monitored daily to ensure that the Group's activities are funded. |
Credit Risk |
To manage credit risk, the credit controller reviews overdue balances on a daily, weekly and monthly basis with the directors, account managers and customers. |
DEVELOPMENT AND PERFORMANCE |
The directors continue to build on existing teams and review new opportunities to broaden the customer base. Additional skilled management have been introduced to solely focus on the new industries as well as supporting the tendering process. |
The company is promoting employees and implementing a senior team of associate directors. As the company continues to grow, we are promoting our quality, diversity and inclusion initiative as well as our sustainability policy. The company has planted trees for every placement made. |
The training and development of employees is being reviewed to ensure they have ongoing training and are providing a high-level service in line with the company's values. In order to attract & retain employees, hybrid working policy, competitive remuneration & benefits packages have introduced in the organisation. The directors are continuously investing time into operational efficiencies by reviewing systems & processes. |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
GROUP STRATEGIC REPORT |
for the Period 17 September 2022 to 31 December 2023 |
KEY PERFORMANCE INDICATORS |
The gross profit margin achieved by the group for the 31 December 2023 year end was 11.9% and operating profit of 2.1%. The current ratio is 1.70. |
The directors monitor the gross margin weekly to ensure it does not exceed framework agreements and requirements. |
Debtor days are reviewed to monitor working capital requirements. |
Staff turnover is monitored on a quantitative and qualitive basis by the directors. |
ON BEHALF OF THE BOARD: |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
REPORT OF THE DIRECTORS |
for the Period 17 September 2022 to 31 December 2023 |
The directors present their report with the financial statements of the company and the group for the period 17 September 2022 to 31 December 2023. |
INCORPORATION |
The group was incorporated on 16 September 2022 and commenced trading on 23 November 2022. |
PRINCIPAL ACTIVITY |
The principal activity of the group in the period under review was that of providing contract and permanent Health Informatics and IT Professionals into the NHS and private healthcare organisations. |
DIVIDENDS |
The total distribution of dividends for the period ended 31 December 2023 will be £ 1,046,204 . |
DIRECTORS |
The directors shown below have held office during the whole of the period from 17 September 2022 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
REPORT OF THE DIRECTORS |
for the Period 17 September 2022 to 31 December 2023 |
AUDITORS |
The auditors, Kings CAP Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KEYSTREAM HOLDINGS LTD |
Opinion |
We have audited the financial statements of Keystream Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2023 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 and of the group's profit for the period 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
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 group's and the parent 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KEYSTREAM HOLDINGS LTD |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KEYSTREAM HOLDINGS LTD |
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 a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations was to ensure the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. |
We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity by way of |
discussions with the directors and from our commercial knowledge and experience in the recruitment sector. We focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, ISO Standards, employment and health and safety legislation. |
We assessed the extent of compliance with the laws and regulations identified above through making enquiries of |
management and inspecting legal correspondence and identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. |
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls we performed analytical procedures to identify any unusual or unexpected relationships; tested journal entries to identify unusual transactions assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and investigated the rationale behind significant or unusual transactions. |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- agreeing financial statement disclosures to underlying supporting documentation; |
- enquiring of management as to actual and potential litigation and claims; and |
- reviewing correspondence with HMRC, relevant regulators, and the company's legal advisors. |
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
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 Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
KEYSTREAM HOLDINGS LTD |
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 2006. Our 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 a Report of the Auditors 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. |
for and on behalf of |
Statutory Auditor |
4 Grovelands |
Boundary Way |
Hemel Hempstead |
Hertfordshire |
HP2 7TE |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
CONSOLIDATED |
STATEMENT OF COMPREHENSIVE |
INCOME |
for the Period 17 September 2022 to 31 December 2023 |
Notes | £ |
TURNOVER | 3 | 52,204,002 |
Cost of sales | 45,972,565 |
GROSS PROFIT | 6,231,437 |
Administrative expenses | 5,146,113 |
OPERATING PROFIT | 5 | 1,085,324 |
Interest receivable and similar income | 81,764 |
1,167,088 |
Interest payable and similar expenses | 6 | 2,079 |
PROFIT BEFORE TAXATION | 1,165,009 |
Tax on profit | 7 | 284,689 |
PROFIT FOR THE FINANCIAL PERIOD |
OTHER COMPREHENSIVE INCOME | - |
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
880,320 |
Profit attributable to: |
Owners of the parent | 880,320 |
Total comprehensive income attributable to: |
Owners of the parent | 880,320 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
CONSOLIDATED BALANCE SHEET |
31 December 2023 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 10 | 41,878 |
Investments | 11 | - |
41,878 |
CURRENT ASSETS |
Debtors | 12 | 10,038,162 |
Cash at bank and in hand | 57,964 |
10,096,126 |
CREDITORS |
Amounts falling due within one year | 13 | 5,919,295 |
NET CURRENT ASSETS | 4,176,831 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
4,218,709 |
PROVISIONS FOR LIABILITIES | 15 | 9,841 |
NET ASSETS | 4,208,868 |
CAPITAL AND RESERVES |
Called up share capital | 16 | 10,990 |
Retained earnings | 4,197,878 |
SHAREHOLDERS' FUNDS | 4,208,868 |
The financial statements were approved by the Board of Directors and authorised for issue on 13 September 2024 and were signed on its behalf by: |
Mr A G Jukes - Director |
Mr J A H Stein - Director |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
COMPANY BALANCE SHEET |
31 December 2023 |
Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Cash in hand |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 16 |
Retained earnings | ( |
) |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 1,045,424 |
The financial statements were approved by the Board of Directors and authorised for issue on |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
for the Period 17 September 2022 to 31 December 2023 |
Called up |
share | Retained | Other | Total |
capital | earnings | reserves | equity |
£ | £ | £ | £ |
Changes in equity |
Issue of share capital | 10,990 | - | - | 10,990 |
Dividends | - | (1,046,204 | ) | - | (1,046,204 | ) |
Total comprehensive income | - | 880,320 | - | 880,320 |
Merger reserve | - | - | 4,363,762 | 4,363,762 |
Transfer of Merger Reserve | - | 4,363,762 | (4,363,762 | ) | - |
Balance at 31 December 2023 | 10,990 | 4,197,878 | - | 4,208,868 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
for the Period 17 September 2022 to 31 December 2023 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Changes in equity |
Issue of share capital | - |
Dividends | - | ( |
) | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 | ( |
) |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
CONSOLIDATED CASH FLOW STATEMENT |
for the Period 17 September 2022 to 31 December 2023 |
Notes | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 1,263,920 |
Interest paid | (2,079 | ) |
Tax paid | (242,953 | ) |
Net cash from operating activities | 1,018,888 |
Cash flows from investing activities |
Purchase of tangible fixed assets | (7,474 | ) |
Interest received | 81,764 |
Net cash from investing activities | 74,290 |
Cash flows from financing activities |
Share issue | 10,990 |
Equity dividends paid | (1,046,204 | ) |
Net cash from financing activities | (1,035,214 | ) |
Increase in cash and cash equivalents | 57,964 |
Cash and cash equivalents at beginning of period |
2 |
- |
Cash and cash equivalents at end of period |
2 |
57,964 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
for the Period 17 September 2022 to 31 December 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
£ |
Profit before taxation | 1,165,009 |
Depreciation charges | 25,561 |
Loss on disposal of fixed assets | 1,502 |
Debtors on group reconstruction | 10,117,586 |
Creditors on group reconstruction | (5,565,634 | ) |
Finance costs | 2,079 |
Finance income | (81,764 | ) |
5,664,339 |
Increase in trade and other debtors | (10,038,162 | ) |
Increase in trade and other creditors | 5,637,743 |
Cash generated from operations | 1,263,920 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Period ended 31 December 2023 |
31.12.23 | 17.9.22 |
£ | £ |
Cash and cash equivalents | 57,964 | - |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 17.9.22 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | - | 57,964 | 57,964 |
- | 57,964 | 57,964 |
Total | - | 57,964 | 57,964 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
for the Period 17 September 2022 to 31 December 2023 |
1. | STATUTORY INFORMATION |
Keystream Holdings Ltd is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The accounts have been prepared on a going concern basis which assumes the company will continue to trade. The Directors consider the company to be a going concern on the basis of continuing to be awarded frameworks and contracts and meeting the delivery expectations on these. The three year development plan includes growth by opening up new markets and expanding to Europe. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
Significant judgements and estimates |
In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experiences and other factors that are considered to be relevant. Actual results may differed from these estimates,. |
These 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. |
Key sources of estimation uncertainty |
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying |
amount of assets and liabilities are: |
Impairment of Trade Debtors |
All customers are offered credit accounts based on a credit review and historical trading information when |
available. The debtors ledger is reviewed frequently and provision made where necessary. When assessing the impairment of trade debtors management considers factors including the current credit rating of the debtor, the ageing profile of debts and historical experience. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Tangible fixed assets |
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful |
life. |
Short leasehold - Straight line over period of lease |
Plant and machinery - Straight line over 5 years |
Office equipment - 25% on reducing balance |
Computer equipment - 25% on reducing balance |
At each reporting end date, the company reviews the carrying amount of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. |
Financial instruments |
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. |
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument. |
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
Basic financial assets |
Basic financial assets,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. |
Classification of financial liabilities |
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 |
Basic financial liabilities, 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. |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by class of business is given below: |
£ |
Recruitment | 52,204,002 |
52,204,002 |
4. | EMPLOYEES AND DIRECTORS |
£ |
Wages and salaries | 3,335,819 |
Social security costs | 398,066 |
Other pension costs | 140,285 |
3,874,170 |
The average number of employees during the period was as follows: |
Directors | 2 |
Staff | 45 |
The average number of employees by undertakings that were proportionately consolidated during the period was 47 . |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
4. | EMPLOYEES AND DIRECTORS - continued |
£ |
Directors' remuneration | 18,192 |
Directors' pension contributions to money purchase schemes | 86,833 |
5. | OPERATING PROFIT |
The operating profit is stated after charging: |
£ |
Depreciation - owned assets | 25,562 |
Loss on disposal of fixed assets | 1,502 |
Auditors' remuneration | 8,000 |
Foreign exchange differences | 97 |
6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
£ |
Bank interest | 1,962 |
Other interest | 117 |
2,079 |
7. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the period was as follows: |
£ |
Current tax: |
UK corporation tax | 286,527 |
Deferred tax | (1,838 | ) |
Tax on profit | 284,689 |
UK corporation tax has been charged at 23.52 % . |
Reconciliation of total tax charge included in profit and loss |
The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
£ |
Profit before tax | 1,165,009 |
Profit multiplied by the standard rate of corporation tax in the UK of 23.520 % |
274,010 |
Effects of: |
Expenses not deductible for tax purposes | 8,352 |
Depreciation in excess of capital allowances | 4,165 |
Provision of deferred tax | (1,838 | ) |
Total tax charge | 284,689 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
8. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
9. | DIVIDENDS |
£ |
Ordinary shares of £1 each |
Final | 475,980 |
Ordinary B1 shares of £0.90 each |
Final | 428,382 |
B2 Non-Voting shares of £0.10 each |
Final | 47,598 |
C Ordinary shares of £1 each |
Final | 94,244 |
1,046,204 |
10. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
Short | Plant and | and | Computer |
leasehold | machinery | fittings | equipment | Totals |
£ | £ | £ | £ | £ |
COST |
At 17 September 2022 | 66,282 | 16,166 | 29,013 | 56,699 | 168,160 |
Additions | - | - | 1,330 | 6,144 | 7,474 |
Disposals | - | - | (493 | ) | (4,893 | ) | (5,386 | ) |
At 31 December 2023 | 66,282 | 16,166 | 29,850 | 57,950 | 170,248 |
DEPRECIATION |
At 17 September 2022 | 56,339 | 13,836 | 18,564 | 17,953 | 106,692 |
Charge for period | 9,943 | 2,209 | 2,889 | 10,521 | 25,562 |
Eliminated on disposal | - | - | (391 | ) | (3,493 | ) | (3,884 | ) |
At 31 December 2023 | 66,282 | 16,045 | 21,062 | 24,981 | 128,370 |
NET BOOK VALUE |
At 31 December 2023 | - | 121 | 8,788 | 32,969 | 41,878 |
At 16 September 2022 | 9,943 | 2,330 | 10,449 | 38,746 | 61,468 |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
11. | FIXED ASSET INVESTMENTS |
Company |
Other |
investments |
£ |
COST |
Additions |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group |
£ |
Trade debtors | 7,884,499 |
Other debtors | 69,376 |
Invoice Finance | 1,857,392 |
Prepayments and accrued income | 183,835 |
Prepayments | 43,060 |
10,038,162 |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
£ | £ |
Trade creditors | 536,647 |
Taxation | 280,820 |
Social security and other taxes | 146,562 |
Value added tax | 498,678 | - |
Other creditors | 847,904 |
Directors' current accounts | 732 | - |
Accruals and deferred income | 2,851,732 |
Accruals | 756,220 |
5,919,295 |
14. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
Group |
Non- | cancellable | operating leases |
£ |
Within one year | 156,218 |
Between one and five years | 624,870 |
781,088 |
15. | PROVISIONS FOR LIABILITIES |
Group |
£ |
Deferred tax |
Accelerated capital allowances | 9,841 |
Group |
Deferred |
tax |
£ |
Credit to Statement of Comprehensive Income during period | (1,838 | ) |
Balance at 31 December 2023 | (1,838 | ) |
16. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal |
value: | £ |
Ordinary | £1 | 5,000 |
Ordinary B1 | £0.90 | 4,500 |
B2 Non-Voting | £0.10 | 500 |
C Ordinary | £1 | 990 |
10,990 |
The following shares were issued during the period for cash at par : |
5,000 Ordinary shares of £1 |
5,000 Ordinary B1 shares of £0.90 |
5,000 B2 Non-Voting shares of £0.10 |
990 C Ordinary shares of £1 |
17. | RELATED PARTY DISCLOSURES |
During the period, total dividends of £904,363 were paid to the directors . |
During the year the group traded with Keystream Analytics Limited, a company under common control. Sales to the company amounted to £154,383, and purchases from the company amounted to £492,600. All transactions were conducted under normal market conditions. The balance owed by Keystream Analytics Limited as at 31 December 2023 amounted to £31,863. |
KEYSTREAM HOLDINGS LTD (REGISTERED NUMBER: 14360759) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
for the Period 17 September 2022 to 31 December 2023 |
17. | RELATED PARTY DISCLOSURES - continued |
During the period, a total of key management personnel compensation of £ 183,417 was paid. |
18. | ULTIMATE CONTROLLING PARTY |
The group has been controlled throughout the period by Mr A Jukes and Mr J Stein. |
19. | GROUP RECONSTRUCTION |
On 23 November 2022 the company entered into a share exchange agreement with Keystream Group Limited to acquire the entire share capital of the company from the existing shareholders who are the shareholders of the Group. The business combination has been accounted for under the merger accounting method. |