Company registration number 10867926 (England and Wales)
IWEALTH HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
IWEALTH HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr D F Borg
Mr S J Davies
Secretary
Miss H Smyth
Company number
10867926
Registered office
2nd Floor
Marshall House
2 Park Avenue
Sale
Auditor
Barlow Andrews LLP
Carlyle House
78 Chorley New Road
Bolton
IWEALTH HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group statement of financial position
10
Group statement of changes in equity
11
Group statement of cash flows
12
Notes to the group financial statements
13 - 34
Parent company statement of financial position
35
Parent company statement of changes in equity
36
Parent company statement of cash flows
37
Notes to the parent company financial statements
38 - 40
IWEALTH HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -
The directors present the strategic report for the year ended 31 December 2023.
Fair review of the business
The Company is a holding company and during 2023 it held 100% of the share capital of its 6 subsidiaries.
Four of these subsidiaries are licensed by the relevant regulatory authority of each respective jurisdiction, being the United Kingdom, Malta, Gibraltar and the Isle of Man, to act as retirement scheme administrators. These subsidiaries act as trustee and administrator for the respective Trust Scheme.
iPensions Wealth Limited, a UK company specialising in pensions and retirement planning and regulated by the Financial Conduct Authority had its first full year of trading in 2023. The Company also owns 100% of the share capital of Pension Technology Limited which holds the licence of the Group’s bespoke pensions system.
Development and performance
The results of the Group for the year, as set out on pages 9 to 40, illustrate a profit before tax of £2.5 million (2022: £1.7 million), whilst the shareholders’ funds of the group increased to £6.7 million (2022: £6 million).
Revenue for the year increased by 18% with recurring revenue providing a stable revenue stream accounting for in excess of 80% of the Group’s revenue. Administrative expenses in 2023 increased due to investment in staffing, a further increase in insurance premiums, an inclusion of a provision for member claims as well as some adjustments to take account of market and inflationary conditions. Overall a strong profit result for 2023.
In 2023, after making significant investments in our pension system and engaging in discussions with our banking partners, we began earning and distributing interest to active members with positive client bank account balances. This initiative has allowed the Group to generate additional revenue without increasing product prices. Furthermore, the Group has invested in additional staff to ensure we continue delivering the high level of service for which we are known.
The Group’s cash position for the financial year 2023 of £8.4 million (2022: £6.8 million) reflects the business growth. This ensures that the Group has significant liquidity cover in order to comply with its regulatory capital requirements and is well positioned to consider acquisition opportunities should they arise. The total assets under administration at the end of 2023 increased to £2.6 billion.
The Group has continued to ensure it maintains an excellent relationship with each jurisdiction’s Regulator, recognising the need to continue to deliver a higher standard in terms of Regulator expectations around Trustee behaviour, investment acceptance criteria along with the Group’s Compliance policies and procedures.
IWEALTH HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Market Developments
The Group continues to observe ongoing market consolidation activity in the UK Market and is active in reviewing opportunities which will help it achieve its strategic objective of growth through acquisition as well as organic growth.
In August 2024, the Group has completed an acquisition of a small book of business, the Wensley Mackay SIPP and Wensley Mackay SSAS. This will help to generate additional revenue for the Group.
Business Strategy
The Group’s success is dependent on its low appetite for risk and this continues to be at the forefront of its agenda. The Group deals with only the best Advisers in the industry in order to strengthen and ensure adherence to the Investment Restrictions being imposed by the Group.
The Group continues its focus on leading with a technology led strategy supported by personable service. During 2023, it saw a significant adoption of the Adviser and Member portals in terms of sign up. Ongoing enhancements were made to the Administration Hub and portals which included the launch of online dealing and most recently the online retirements functionality.
Conclusions and outlook
The Board is very satisfied with the results for 2023, the continuous developments and enhancements to the bespoke pension systems, as well as the recent acquisition of the SIPP and SSAS book of business.
Looking ahead, the Directors are supportive of the ongoing digital investment which will enable it to continue to deliver and improve the customer and adviser experience. It will also enable the Group to achieve economies of scale. The Directors forecast a positive year in terms of Revenue and Profitability, despite the continuous market challenges.
Mr S J Davies
Director
18 September 2024
IWEALTH HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The Company did not trade but acts as a holding company. The principal activities of its subsidiaries are the provision of SIPP and SSAS administration, together with acting as a trustee and administrator for a privately controlled Trust Scheme and undertaking services as a registered retirement scheme administrator.
Branches
The Group has subsidiaries that operate in Malta, Gibraltar and the Isle of Man, as well as within the UK.
Results and dividends
The results for the year are set out on page 9.
Ordinary dividends were declared amounting to £1,000,008. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr D F Borg
Mr S J Davies
Future developments
The Group’s digital strategy remains a key focus across its businesses. Our evolving technological capabilities continue to deliver enhanced experiences for both members and advisers.
The Group will further invest in process automation and improved controls by advancing its administration system and portals. These initiatives will support the Group’s technology-driven products and contribute to achieving growth through both organic expansion and acquisitions.
Our vision is to lead with a technology-focused approach, providing transparent and compliant products across all business areas while delivering unrivalled personable service. In 2024, efforts will centre on enhancing the administration hub and adviser/member portals to improve customer experience and functionality, while also driving operational efficiencies. The Group is also moving towards a paperless environment, covering the entire lifecycle of transactions, from new business to retirements.
This shift to a paperless environment will not only improve the customer experience but also reflect the Group’s commitment to environmental responsibility. Importantly, it will create opportunities to capture efficiencies, scale administration processes, manage risks, and ensure ongoing regulatory compliance.
Auditor
The auditor, Barlow Andrews LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
IWEALTH HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -
Statement of disclosure to auditor
Each director in office at the date of approval of this annual report confirms that:
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and
the 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 company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
On behalf of the board
Mr S J Davies
Director
18 September 2024
IWEALTH HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
The directors are responsible for preparing the annual 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 group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom and have also chosen to prepare the parent company financial statements in accordance with Financial Reporting Standard (FRS) 101 'Reduced Disclosure Framework'. 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 the group financial statements, International Accounting Standard 1 requires that directors:
properly select and apply accounting policies;
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and
make an assessment of the company's ability to continue as a going concern.
In preparing the parent company 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;
state whether FRS 101 Reduced Disclosure Framework has been followed, subject to any material departures disclosed and explained in the financial statements; and
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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
IWEALTH HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF IWEALTH HOLDINGS LIMITED
- 6 -
Opinion
We have audited the financial statements of iWealth Holdings Limited (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2023 which comprise the group statement of comprehensive income, the group and parent company statement of financial position, the group and parent company statement of changes in equity, the group and parent company statement of cash flows and the group and parent company notes to the financial statements, including significant accounting policies.
The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law and UK adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the parent company financial statements is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (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's affairs as at 31 December 2023 and of the group's profit for the year then ended;
the group financial statements have been properly prepared in accordance with UK adopted international accounting standards and the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company 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 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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.
IWEALTH HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF IWEALTH HOLDINGS LIMITED
- 7 -
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 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 group and parent company and their 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 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 directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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 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.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience;
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, and taxation 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.
IWEALTH HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF IWEALTH HOLDINGS LIMITED
- 8 -
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:
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 that 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 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.
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 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 members as a body, for our audit work, for this report, or for the opinions we have formed.
David Kay (Senior Statutory Auditor)
For and on behalf of Barlow Andrews LLP
18 September 2024
Chartered Accountants
Statutory Auditor
Carlyle House
78 Chorley New Road
Bolton
IWEALTH HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
2023
2022
Notes
£
£
Revenue
4
9,210,447
7,789,554
Cost of sales
(152,272)
(122,335)
Gross profit
9,058,175
7,667,219
Other operating income
-
152,908
Administrative expenses
(6,668,377)
(6,145,923)
Operating profit
5
2,389,798
1,674,204
Investment revenues
8
162,090
22,758
Finance costs
9
(18,305)
(12,671)
Profit before taxation
2,533,583
1,684,291
Income tax expense
10
(755,726)
(469,884)
Profit and total comprehensive income for the year
1,777,857
1,214,407
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.
IWEALTH HOLDINGS LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
2023
2022
Notes
£
£
Non-current assets
Goodwill
12
35,337
35,337
Intangible assets
12
822,459
998,906
Property, plant and equipment
13
127,571
199,987
Deferred tax asset
21
57,000
154,293
1,042,367
1,388,523
Current assets
Trade and other receivables
15
1,815,681
1,420,016
Current tax recoverable
274,787
164,762
Cash and cash equivalents
8,381,199
6,787,355
10,471,667
8,372,133
Current liabilities
Trade and other payables
17
3,954,191
3,499,359
Current tax liabilities
260,824
67,572
Lease liabilities
18
51,205
62,305
4,266,220
3,629,236
Net current assets
6,205,447
4,742,897
Non-current liabilities
Trade and other payables
17
17,739
17,739
Lease liabilities
18
18,583
69,788
Deferred tax liabilities
21
57,428
77,379
Long term provisions
19
409,701
503,451
164,906
Net assets
6,744,363
5,966,514
Equity
Called up share capital
25
860
860
Share premium account
22
2,091,908
2,091,908
Retained earnings
4,651,595
3,873,746
Total equity
6,744,363
5,966,514
The financial statements were approved by the board of directors and authorised for issue on 18 September 2024 and are signed on its behalf by:
Mr S J Davies
Director
IWEALTH HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
Share capital
Share premium account
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2022
86
2,091,908
2,909,255
5,001,249
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
1,214,407
1,214,407
Transactions with owners:
Issue of share capital
25
774
-
774
Dividends
11
-
-
(249,916)
(249,916)
Balance at 31 December 2022
860
2,091,908
3,873,746
5,966,514
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
1,777,857
1,777,857
Transactions with owners:
Dividends
11
-
-
(1,000,008)
(1,000,008)
Balance at 31 December 2023
860
2,091,908
4,651,595
6,744,363
IWEALTH HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
2,496,599
2,265,078
Interest paid
(18,305)
(12,671)
Income taxes paid
(595,157)
(527,166)
Net cash inflow from operating activities
1,883,137
1,725,241
Investing activities
Purchase of intangible assets
(121,710)
(611,146)
Proceeds on disposal of intangibles
6,271
52,726
Purchase of property, plant and equipment
(16,665)
(47,191)
Interest received
162,090
22,758
Net cash generated from/(used in) investing activities
29,986
(582,853)
Financing activities
Proceeds from issue of shares
774
Payment of lease liabilities
(62,305)
(57,065)
Dividends paid to equity shareholders
(256,974)
(242,944)
Net cash used in financing activities
(319,279)
(299,235)
Net increase in cash and cash equivalents
1,593,844
843,153
Cash and cash equivalents at beginning of year
6,787,355
5,944,202
Cash and cash equivalents at end of year
8,381,199
6,787,355
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
1
Accounting policies
Company information
iWealth Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, Marshall House, 2 Park Avenue, Sale. The company's principal activities and nature of its operations are disclosed in the directors' report.
The group consists of iWealth Holdings Limited and all of its subsidiaries.
1.1
Accounting convention
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.
The financial statements are prepared in sterling, which is the functional currency of the group. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention.
The following exemptions from the requirements of IFRS have been applied in the preparation of the individual parent company's financial statements, in accordance with FRS 101:
Disclosures in respect of transactions with wholly owned subsidiaries
Disclosures in respect of capital management
The effects of new but not yet effective IFRSs
Disclosures in respect of the compensation of Key Management Personnel
Disclosures of key assumptions (including sensitivities) and valuation technique used in the determination of recoverable amount for impairment purposes
1.2
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company iWealth Holdings Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
1.3
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the truegroup has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 14 -
1.4
Revenue
Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The group recognises revenue when (or as) it satisfies a performance obligation by transferring control of a promised good or service to the customer.
The group provides administration and trustee services through contracts throughout the duration of membership. In accordance with the contract, the group receives a one-off payment at the date of inception of the policy for the services provided for the creation of the member's investment portfolio - set up fee. In addition, the group receives an annual fixed fee for the ongoing policy administration and trustee services provided. The group may also receive a one-off payment for additional services provided by the scheme trustee and administrator. Lastly, the group receives a termination fee in case the membership is terminated before 20 years.
The main sources of income derived by the group from the provision of services are recognised as follows:
Annual trust fee is realised as revenue over the passage of tim
Set up fees are recognised over time which is determined to be the period required by the cheme trustee and administrator to acquire the initial investment portfolio for a member.
Termination fees are recognised at the time a member leaves.
1.5
Goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.
The gain on a bargain purchase is recognised in profit or loss in the period of the acquisition.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not subsequently reversed.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
1.6
Intangible assets other than goodwill
An intangible asset is recognised if it is probable that the expected future economic benefits that are attributable to the asset will flow to the group and the cost of the asset can be measured reliably.
Intangible assets are initially measured at cost. Expenditure on an intangible asset is recognised as an expense in the period when it is incurred unless it forms part of the cost of the asset that meets the recognition criteria.
The useful life of intangible assets is assessed to determine whether it is finite or indefinite. Intangible assets with a finite useful life are amortised. Amortisation is charged to profit or loss so as to write off the cost of intangible assets less any estimated residual value, over their estimated useful lives. The amortisation method applied, the residual value and the useful life are reviewed, and adjusted if appropriate, at the end of each reporting period.
Intangible assets are derecognised on disposal or when no future economic benefits are expected from their use. Gains or losses arising from derecognition represent the difference between the net disposal proceeds, if any, and the carrying amount, and are included in profit or loss in the period of derecognition.
Computer software
In determining the classification of an asset that incorporates both intangible and tangible elements, judgement is used in assessing which element is more significant. Computer software, which is an integral part of the related hardware is classified as property and equipment and accounted for in accordance with the company’s accounting policy on property and equipment. Where the software is not an integral part of the related hardware, this is classified as an intangible asset and carried at cost less any accumulated amortisation and any accumulated impairment losses on the following basis:
Software 20-25% straight line
Business acquisition 10% straight line
1.7
Property, plant and equipment
The group's property, plant and equipment consists of furniture, fixtures and other equipment.
Property, plant and equipment are initially measured at cost. Subsequent costs are included in the asset's carrying amount when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. Expenditure on repairs and maintenance of property and equipment is recognised as an expense when incurred.
Tangible assets are stated at cost less accumulated depreciation and any accumulated impairment losses. Property and equipment are derecognised on disposal or when no future economic benefits are expected from their use. Gains or losses arising from derecognition represent the difference between the net disposal proceeds, if any, and the carrying amount, and are included in profit or loss in the period of derecognition.
Depreciation commences when the depreciable assets are available for use and is charged to profit or loss so as to write off the cost, less any estimated residual value, over their estimated useful lives, on the following bases:
Plant and equipment
10-25% straight line
Right of use assets
straight line over the lease term
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.
The depreciation method applied, the residual value and the useful life are reviewed, and adjusted if appropriate, at the end of each reporting period.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.8
Non-current investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the parent company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.9
Impairment of tangible and intangible assets
At each reporting end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.10
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.
1.11
Financial instruments
Financial assets and financial liabilities are recognised when the group becomes a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially recognised at their fair value plus directly attributable transaction costs for all financial assets or financial liabilities not classified at fair value through profit or loss.
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when the group has a legally enforceable right to set off the recognised amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.
Financial assets are derecognised when the contractual rights to the cash flows from the financial assets expire or when the entity transfers the financial asset and the transfer qualifies for derecognition.
Financial liabilities are derecognised when they are extinguished. This occurs when the obligation specified in the contract is discharged, cancelled or expires.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
Classification of financial assets
All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value.
Debt instruments that meet the following conditions are subsequently measured at amortised cost:
the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
The business model
An assessment of business models for managing financial assets is fundamental to the classification of a financial asset. The group determines the business models at a level that reflects how groups of financial assets are managed together to achieve a particular business objective.
The group’s business model does not depend on management’s intentions for an individual instrument, therefore the business model assessment is performed at a higher level of aggregation rather than on an instrument-by-instrument basis. The information considered includes: (a) the stated policies and objectives for the portfolio and the operation of those policies in practice; (b) how the performance of the portfolio is evaluated and reported to the group’s management; (c) the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed; (d) how managers of the business are compensated; and (e) the frequency, value and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.
Debt instruments measured at amortised cost
The following financial assets are classified within this category - trade receivables, cash at bank, loans receivable and amounts due from shareholders.
Appropriate allowances for expected credit losses (ECLs) are recognised in profit or loss in accordance with the group's accounting policy on ECL's.
The amortised cost of a financial asset is the amount at which the financial asset is measured at initial recognition minus the principal repayments, plus the cumulative amortisation using the effective interest method of any difference between that initial amount and the maturity amount, adjusted for any loss allowance. The gross carrying amount of a financial asset is the amortised cost of a financial asset before adjusting for any loss allowance.
Changes in the carrying amount as a result of foreign exchange gains or losses, impairment gains or losses and interest income are recognised in profit or loss. On derecognition, any difference between the carrying amount and the consideration received is recognised in profit and loss.
Interest revenue is recognised using the effective interest method and is included in the line item ‘Investment income’.
Trade receivables which do not have a significant financing component are initially measured at their transaction price and are subsequently stated at their nominal value less any loss allowance for ECLs.
Financial liabilities and equity
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
ECLs
The group recognises a loss allowance for ECLs on the debt instruments measured at amortised cost.
The amount of ECLs is updated at each reporting date to reflect changes in credit risk since the initial recognition.
For trade receivables that do not contain a ‘significant financing component' (or for which the IFRS 15 practical expedient for contracts that are one year or less is applied), the group applies the simplified approach and recognises lifetime ECL.
For all other financial instruments, the group uses the general approach and recognises lifetime ECL when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12 month ECL (12m ECL). The assessment of whether lifetime ECL should be recognised is based on significant increases in the likelihood or risk of a default occurring since initial recognition instead of on evidence of a financial asset being credit-impaired at the reporting date or an actual default occurring.
Lifetime ECL represents the ECLs that will result from all possible default events over the expected life of a financial instrument. In contrast 12m ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
Significant increase in credit risk
In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the group compares the risk of a default occurring on the financial instrument as at the reporting date with the risk of a default occurring on the financial instrument as at the date of initial recognition. In making this assessment, the group considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward-looking information that is available without undue cost or effort and, where applicable, the financial position of the counterparties.
The group regularly monitors the effectiveness of the criteria used to identify whether there has been a significant increase in credit risk and revises them as appropriate to ensure that the criteria are capable of identifying significant increase in credit risk before the amount becomes past due.
Forward-looking information considered includes consideration of various external sources of actual and forecast economic information that relate to the group’s core operations.
Irrespective of the outcome of the above assessment, the group presumes that the credit risk on a financial asset has increased significantly since initial recognition when contractual payments are more than 30 days past due, unless the group has reasonable and supportable information, that is available without undue cost or effort, that demonstrates otherwise.
Despite the above assessment, the group assumes that the credit risk on a financial instrument has not increased significantly since initial recognition if the financial instrument is determined to have low credit risk at the reporting date. Accordingly, for these financial assets, the loss allowance is measured at an amount equal to 12m ECL. A financial instrument is determined to have low credit risk if i) the financial instrument has a low risk of default, ii) the borrower has a strong capacity to meet its contractual cash flow obligations in the near term and iii) adverse changes in economic and business conditions in the longer term may, but will not necessarily, reduce the ability of the borrower to fulfil its contractual cash flow obligations. The group considers a financial asset to have low credit risk when it has an internal or external credit rating of ‘investment grade’ as per globally understood definitions. The group has applied the low credit risk assumption for all of its financial assets.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
Definition by default
The group considers the following as constituting an event of default for internal credit risk management purposes as historical experience indicates that receivables that meet either of the following criteria are generally not recoverable:
when there is a breach of financial covenants by the counterparty; or
information developed internally or obtained from external sources indicates that the debtor is unlikely to pay its creditors, including the group, in full (without taking into account any collateral held by the group).
Irrespective of the above analysis, the group considers that default has occurred when a financial asset is more than 90 days past due unless the group has reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.
Credit-impaired financial assets
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred.
Evidence that a financial asset is credit-impaired includes observable data about the following events:
significant financial difficulty of the issuer or the borrower;
a breach of contract, such as a default or past due event;
the lender(s) of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider;
it is becoming probable that the borrower will enter bankruptcy or other financial reorganisation; or
the disappearance of an active market for that financial asset because of financial difficulties.
Write-off policy
The group writes off a financial asset when there is information indicating that the counterparty is in severe financial difficulty and there is no realistic prospect of recovery.
Measurement and recognition of ECLs
For financial assets, the credit loss is the difference between all contractual cash flows that are due to the group in accordance with the contract and all the cash flows that the group expects to receive, discounted at the original effective interest rate. ECLs represent the weighted average of credit losses with the respective risks of a default occurring as the weights.
The assessment of the probability of default and loss given default is based on historical data adjusted by forward-looking information, where applicable.
Where applicable, forward looking information considered includes the future prospects of the industries include consideration of various external sources of actual and forecast economic information that relate to the group’s core operations.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
Collective basis
If evidence of a significant increase in credit risk at the individual instrument level is not yet available, the group performs the assessment of significant increases in credit risk on a collective basis by considering information on, for example, a group or sub-group of financial instruments.
Where the group does not have reasonable and supportable information that is available without undue cost or effort to measure lifetime ECL on an individual instrument basis, lifetime ECL is measured on a collective basis.
In such instances, the financial instruments are grouped on the basis of shared credit risk characteristics, as follows:
Nature of financial instruments
Past-due status
Nature, size and industry of debtors
Nature of collaterals for finance lease receivables
External credit ratings where available
Date of initial recognition
Remaining term to maturity
Geographical location of the borrower
The value of collateral relative to the financial asset if it has an impact on the probability of default occurring (for example, loan-to-value ratios).
The group is regularly reviewed by management to ensure the constituents of each group continue to share similar credit risk characteristics.
Impairment of other assets
All other assets are tested for impairment. At the end of each reporting period, the carrying amount of assets is reviewed to determine whether there is an indication or objective evidence of impairment, as appropriate, and if any such indication or objective evidence exists, the recoverable amount of the asset is estimated.
An impairment loss is the amount by which the carrying amount of an asset exceeds its recoverable amount.
In the case of other assets tested for impairment, the recoverable amount is the higher of fair value (which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date) less costs of disposal and value in use (which is the present value of the future cash flows expected to be derived, discounted using a pre-tax discount rate that reflects current market assessment of the time value of money and the risks specific to the asset). Where the recoverable amount is less than the carrying amount, the carrying amount of the asset is reduced to its recoverable amount, as calculated. Impairment losses are recognised immediately in profit or loss.
1.12
Equity instruments
Equity instruments issued by the parent company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer payable at the discretion of the company.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.14
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event and it is probable that the group will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
1.15
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
1.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.17
Leases
At inception, the group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the group recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 22 -
The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the group's estimate of the amount expected to be payable under a residual value guarantee; or the group's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
1.19
Research and development expenditure
Research expenditure is written off to the profit and loss account in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred and amortised over the period during which the company is expected to benefit.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
2
Adoption of new and revised standards and changes in accounting policies
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements, the following standards and interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective (and in some cases had not yet been adopted by the EU):
IAS 1 Classification of liabilities as current or non-current - effective for annual reporting periods beginning on or after 1 January 2023
IAS 8 Accounting policies, changes in accounting estimates and errors - effective for annual reporting periods beginning on or after 1 January 2023
IAS 12 Deferred tax related to assets and liabilities arising from single transactions - effective for annual reporting periods beginning on or after 1 January 2023
IFRS 17 Insurance contracts - effective for annual reporting periods beginning on or after 1 January 2023
The directors do not expect that the adoption of the standards listed above will have a material impact on the financial statements of the group in future periods.
3
Critical accounting estimates and judgements
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 experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
In the opinion of the directors, the accounting estimates and judgements made in the course of preparing these financial statements are not difficult to reach, subjective or complex to a degree which would warrant their description as significant and critical in terms of the requirements of IAS 1.
Member claims provision
The group operates in a legal and regulatory environment that exposes it to certain litigation risks. Each complaint is dealt with on its merits. The recognition of provisions and establishment of contingent liabilities requires application of judgement to existing facts and circumstances which can be subject to change.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
4
Revenue
2023
2022
£
£
Revenue analysed by class of business
Set up fees
48,718
126,741
Annual administration fees
7,456,013
6,557,694
Other fees
1,705,716
1,105,119
9,210,447
7,789,554
2023
2022
£
£
Revenue analysed by geographical market
UK
4,536,386
3,276,604
Europe
4,503,760
4,340,296
Rest of the World
170,301
172,654
9,210,447
7,789,554
The group applies the practical expedient in paragraph 121 of IFRS 15 and does not disclose information about remaining performance obligations that have an original expected duration of one year or less.
5
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
5,392
(1,337)
Depreciation of property, plant and equipment
89,081
97,900
Amortisation of intangible assets
291,886
262,310
6
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
14,208
14,620
Audit of the financial statements of the company's subsidiaries
26,302
25,410
40,510
40,030
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
7
Employees
The average monthly number of persons (including directors) employed by the group during the year was:
2023
2022
Number
Number
Professional
86
84
Their aggregate remuneration comprised:
2023
2022
£
£
Wages and salaries
3,447,071
3,204,495
Social security costs
291,853
283,376
Pension costs
64,950
72,734
3,803,874
3,560,605
Directors' remuneration
During the year the directors of the company received gross remuneration, including fees and benefits in kind, totalling £Nil (2022: £62,412 - which related to the highest paid director).
8
Investment income
2023
2022
£
£
Interest income
Financial instruments measured at amortised cost:
Bank deposits
162,090
22,758
9
Finance costs
2023
2022
£
£
Interest on lease liabilities
6,632
9,164
Other interest payable
11,673
3,507
Total interest expense
18,305
12,671
10
Income tax expense
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
673,760
543,416
Adjustments in respect of prior periods
4,624
(22,635)
Total UK current tax
678,384
520,781
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
10
Income tax expense
2023
2022
£
£
(Continued)
- 26 -
Deferred tax
Origination and reversal of temporary differences
77,342
(50,897)
Total tax charge
755,726
469,884
The charge for the year can be reconciled to the profit per the income statement as follows:
2023
2022
£
£
Profit before taxation
2,533,583
1,684,291
Expected tax charge based on a corporation tax rate of 23.50% (2022: 19.00%)
595,392
320,015
Effect of expenses not deductible in determining taxable profit
(4,366)
10,276
Unutilised tax losses carried forward
(36,603)
-
Adjustment in respect of prior years
65,825
(22,635)
Permanent capital allowances in excess of depreciation
34,274
35,021
Research and development tax credit
-
(15,684)
Other permanent differences
(5,025)
1,496
Effect of overseas tax rates
106,313
141,395
Utilisation of tax losses not previously utilised
(84)
-
Taxation charge for the year
755,726
469,884
From 1 April 2023, the tax rate in the UK rose from 19% to 25%.
11
Dividends
2023
2022
2023
2022
Amounts recognised as distributions:
per share
per share
Total
Total
£
£
£
£
Final dividend declared
1,162.80
290.60
1,000,008
249,916
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
12
Intangible assets
Goodwill
Software
Business Acquisition
Total
£
£
£
£
Cost
At 1 January 2022
35,337
696,211
372,160
1,103,708
Additions
-
123,794
487,352
611,146
Disposals
(52,726)
(52,726)
At 31 December 2022
35,337
820,005
806,786
1,662,128
Additions
121,710
121,710
Disposals
(6,271)
(6,271)
At 31 December 2023
35,337
941,715
800,515
1,777,567
Amortisation and impairment
At 1 January 2022
365,575
-
365,575
Charge for the year
181,632
80,678
262,310
At 31 December 2022
547,207
80,678
627,885
Charge for the year
211,904
79,982
291,886
At 31 December 2023
759,111
160,660
919,771
Carrying amount
At 31 December 2023
35,337
182,604
639,855
857,796
At 31 December 2022
35,337
272,798
726,108
1,034,243
At 31 December 2021
35,337
330,636
372,160
738,133
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
13
Property, plant and equipment
Plant and equipment
Right of use assets
Total
£
£
£
Cost
At 1 January 2022
234,250
190,503
424,753
Additions
47,191
62,376
109,567
At 31 December 2022
281,441
252,879
534,320
Additions
16,665
16,665
At 31 December 2023
298,106
252,879
550,985
Accumulated depreciation and impairment
At 1 January 2022
159,530
76,903
236,433
Charge for the year
41,860
56,040
97,900
At 31 December 2022
201,390
132,943
334,333
Charge for the year
31,741
57,340
89,081
At 31 December 2023
233,131
190,283
423,414
Carrying amount
At 31 December 2023
64,975
62,596
127,571
At 31 December 2022
80,051
119,936
199,987
At 31 December 2021
74,720
113,600
188,320
14
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Momentum Pensions Malta Limited
Ground Floor, Crown Marina, Ta' Xbiex Seafront, Ta' Xbiex, Malta
Retirement Scheme Administrator
Ordinary
100.00
Momentum Pensions (Gibraltar) Limited
19A Town Range, PO Box 872, Gibraltar
Administrator for the Momentum Gibraltar Pension Plan
Ordinary
100.00
Momentum Pensions Limited (Isle of Man)
20 Athol Street, Douglas, Isle of Man, IM1 1JA
Pension Trustees and Administrators
Ordinary
100.00
iPensions Group Limited
Marshall House, Park Avenue, Sale
Provision of SIPP and SSAS administration
Ordinary
100.00
iPensions Wealth Limited
Marshall House, Park Avenue, Sale
Pensions and retirement plannig
Ordinary
100.00
Pension Technology Limited
Marshall House, Park Avenue, Sale
Provision of pensions administration platform
Ordinary
100.00
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
15
Trade and other receivables
2023
2022
£
£
Trade receivables
1,354,741
900,478
Other receivables
87,504
206,716
Prepayments
373,436
312,822
1,815,681
1,420,016
The trade receivables figure at year end is stated after provision of £178,767 for potentially irrecoverable amounts (2022: £151,407).
16
Financial instruments
2023
2022
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
9,847,659
7,917,355
Carrying amount of financial liabilities
Measured at amortised cost
3,916,392
3,565,170
At 31 December 2023 and 31 December 2022 the carrying amounts of financial assets and financial liabilities classified within current assets and current liabilities approximated their fair values due to the short-term of these assets and liabilities.
17
Trade and other payables
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Trade payables
321,674
630,647
Contract liabilities
2,432,023
2,413,738
-
-
Accruals
247,728
247,263
Social security and other taxation
125,326
84,021
Other payables
827,440
123,690
17,739
17,739
3,954,191
3,499,359
17,739
17,739
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
18
Lease liabilities
Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:
2023
2022
£
£
Current liabilities
51,205
62,305
Non-current liabilities
18,583
69,788
69,788
132,093
2023
2022
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
6,632
9,164
In accordance with IFRS 16, the group measures lease liabilities at present value of the remaining lease payments, discounting using the lessee's incremental borrowing rate as of 1 January 2019. The lessee's incremental borrowing rate applied to the lease liability was 5% for property.
The group have applied a single discount rate to a portfolio of leases with reasonably similar characteristics.
19
Provisions for liabilities
2023
2022
£
£
409,701
-
All provisions are expected to be settled after more than 12 months from the reporting date.
Movements on provisions:
£
Additional provisions in the year
409,701
20
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
64,950
72,734
The group operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
21
Deferred taxation
2023
2022
£
£
Deferred tax liabilities
57,428
77,379
Deferred tax assets
(57,000)
(154,293)
428
(76,914)
22
Share premium account
2023
2022
£
£
At the beginning and end of the year
2,091,908
2,091,908
A share for share exchange on incorporation generated a share premium.
23
Financial risk management
The exposures to risks and the way risks arise, together with the group's objectives, policies and processes for managing and measuring risks are disclosed in more details below.
The objectives, policies and processes for managing financial risks and the methods used to measure such risks are subject to continual improvement and development.
Where possible, the group aims to reduce and control risk concentrations. Concentrations of financial risk arise when financial instruments with similar characteristics are influenced in the same way by changes in economic of other factors.
Credit risk
Financial assets which potentially subject the group to concentrations of credit risk consist principally of cash at bank and debtor balances in relation to membership fees from members for which contributions have not yet been received.
Cash at bank is placed with a reliable financial institution, thereby reducing the concentration of counterparty credit risk to an acceptable level. No ECL has been recorded for cash at bank as these have been determined to be insignificant.
Due to the nature of the business and resulting debtors balances arising, credit risk with respect to receivables is limited and controlled. Included in the group's trade receivable balance are the following debtors which are past due at the reporting period:
2023 2022
£ £
61-90 days 120,493 70,081
91-180 days 299,288 167,826
>180 days 902,184 521,732
Management considers the credit quality of these assets as being acceptable.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
23
Financial risk management
(Continued)
- 32 -
Capital risk
The group's objectives when managing capital are to safeguard its ability to continue as a going concern and to maximise the return to stakeholders through the optimisation of the debt and equity balance.
The group's directors manage the group's capital structure and make adjustments to it in the light of economic conditions of relevant legislation. The capital structure is reviewed on an ongoing basis.
The group also ensures that it complies with the capital requirements set by relevant regulatory authorities of each juristiction. The requirement must be maintained at all times throughout the period and in this regards the group monitors its capital level on a regular basis. The group met its capital requirements throughout the reporting period.
The group has a fiduciary obligation towards the participants to act in the best interest of these participants. Such activities require the group, acting as Trustee, to invest participants' capital in financial instruments in accordance with the participants' investment preferences as well as holding client monies.
Prior to investing the individual's capital, the Trustee ensures that adequate advice and clearance has been obtained from the participant's professional advisor.
Liquidity risk
Liquidity risk is the risk that the group will encounter difficulty in meeting obligations associated with its financial liabilities. The group monitors and manages its risk to a shortage of funds by monitoring forecast and actual cash flows.
Liquidity risk is not considered to be significant at the end of the reporting period.
Interest rate risk
The group is exposed to cash flow interest rate risk on bank balances held at a floating rate of interest amounting to £8,381,199 (2022: £6,787,355).
Currency risk
Foreign currency transactions arise when the group buys or sells goods or services whose price is denominated in a foreign currency, borrows or lends funds when the amounts payable or receivable are denominated in a foreign currency or acquired or disposes of assets, or incurs or settles liabilities denominated in a foreign currency.
A portion of the group's operational costs are denominated in Euro.
The directors believe that the group is not significantly exposed to currency risk and accordingly, a sensitivity analysis for foreign exchange risk disclosing how comprehensive income and equity would have been affected by changes in foreign exchange rates that were reasonably possible at the end of the reporting period is not deemed necessary.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 33 -
24
Contingent liabilities
Contingent liabilities are potential obligations which depend whether some uncertain future event not wholly within the control of the group occurs, where the payment is not probable and the amounts cannot be measured reliably. The group exercises judgement in measuring and recognising contingent liabilities and assets relating to outstanding claims subject to negotiations and arbitration outcomes. Any arbitration outcome is subject to appeal. Judgement is necessary to assess the likelihood of the outcome of any pending claim.
As required by IFRS, provisions are recorded when there is a present legal or constructive obligation as a result of a past event for which it is probable that an outflow of economic benefit will be required to settle the obligation, and where a reliable estimate can be made of the amount of the obligation. This requires judgement and the use of assumptions about the likelihood and magnitude of any cash outflow. The group analyses its exposure based on available information, including consultation with professional indemnity insurers and external legal advisors where appropriate, to assess any potential liability.
The group operates in a legal and regulatory environment that exposes it to certain litigation risks. Each complaint is dealt with its own merits. Disputes in respect of legal matters are subject to many uncertainties and the outcome of individual matters cannot be predicted with any certainty to warrant a provision towards any liability or further disclosures by way of a note to these financial statements. It is possible that future results of operations or cash flows may be unfavourably impacted as a result of these matters, however the group has Professional Indemnity Insurance in place with AIG Europe.
25
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Class A of £1 each
817
817
817
817
Class B of £1 each
43
43
43
43
860
860
860
860
Each Class A share is entitled to one vote in any circumstances. Each share is entitled to share equally in dividend payments or any other distribution, including a distribution arising from the winding up of the company.
IWEALTH HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 34 -
26
Related party transactions
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the party in making financial or operational decisions or is part of key management of the group.
During the year the group entered into the following transactions with related parties:
Management fees of £Nil (2022: £30,000) were received from Pension Advice Specialists Limited, a connected company through common control. During the course of the prior year, the group acquired a book of business at a cost of £487,352 from Pension Advice Specialists Limited. Product fees of £Nil (2022: £17,750) were payable to Pension Advice Specialists Limited in the period.
The group incurred £89,180 (2022: £86,122) in administrative expenses from Steadfast Trustees Limited, connected through common directorships of a subsidiary of the group. As at 31 December 2023, the amounts due to Steadfast Trustees Limited amounted to £5,750 (2022: £6,832).
Fees of £636 (2022: £597) were payable to a Scheme administered by a subsidiary of the group for services rendered.
Loans due from a shareholder of the company outstanding as of 31 December 2023 came to £22,800 (2022: Nil), the balance of the loan was repaid post year end.
27
Cash generated from operations
2023
2022
£
£
Profit for the year before income tax
2,533,583
1,684,291
Adjustments for:
Finance costs
18,305
12,671
Investment income
(162,090)
(22,758)
Amortisation and impairment of intangible assets
291,886
262,310
Depreciation and impairment of property, plant and equipment
89,081
97,900
Increase in provisions
409,701
-
Movements in working capital:
Increase in trade and other receivables
(395,665)
(295,725)
Increase in contract liabilities
18,285
362,763
(Decrease)/increase in trade and other payables
(306,487)
163,626
Cash generated from operations
2,496,599
2,265,078
IWEALTH HOLDINGS LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
31 December 2023
- 35 -
2023
2022
Notes
£
£
£
£
Non-current assets
Intangible assets - goodwill
30
35,337
35,337
Investments
31
3,821,657
3,821,657
3,856,994
3,856,994
Current assets
Trade and other receivables
32
25,997
774
Cash and cash equivalents
1,814,140
522,286
1,840,137
523,060
Current liabilities
(765,006)
(21,972)
Net current assets
1,075,131
501,088
Total assets less current liabilities
4,932,125
4,358,082
Equity
Called up share capital
34
860
860
Share premium account
2,091,908
2,091,908
Retained earnings
2,839,357
2,265,314
Total equity
4,932,125
4,358,082
As permitted by trues408 Companies Act 2006, the company has not presented its own income statement and related notes. The company’s profit for the year was £1,574,051 (2022: £782,192).
The financial statements were approved by the board of directors and authorised for issue on ......................... and are signed on its behalf by:
Mr S J Davies
Director
Company registration number 10867926 (England and Wales)
IWEALTH HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
Share capital
Share premium account
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2022
86
2,091,908
1,733,038
3,825,032
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
782,192
782,192
Transactions with owners:
Issue of share capital
34
774
-
774
Dividends
-
-
(249,916)
(249,916)
Balance at 31 December 2022
860
2,091,908
2,265,314
4,358,082
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
1,574,051
1,574,051
Transactions with owners:
Dividends
-
-
(1,000,008)
(1,000,008)
Balance at 31 December 2023
860
2,091,908
2,839,357
4,932,125
IWEALTH HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 37 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
35
(39,693)
8,595
Net cash (outflow)/inflow from operating activities
(39,693)
8,595
Investing activities
Purchase of subsidiary
(905,000)
Interest received
11,417
135
Dividends received
1,577,104
796,736
Net cash generated from/(used in) investing activities
1,588,521
(108,129)
Financing activities
Proceeds from issue of shares
774
Dividends paid
(256,974)
(242,944)
Net cash used in financing activities
(256,974)
(242,170)
Net increase/(decrease) in cash and cash equivalents
1,291,854
(341,704)
Cash and cash equivalents at beginning of year
522,286
863,990
Cash and cash equivalents at end of year
1,814,140
522,286
IWEALTH HOLDINGS LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 38 -
28
Accounting policies
Company information
iWealth Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, Marshall House, 2 Park Avenue, Sale. The company's principal activities and nature of its operations are disclosed in the directors' report.
28.1
Accounting convention
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.
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 £.
The company applies accounting policies consistent with those applied by the group. To the extent that an accounting policy is relevant to both group and parent company financial statements, please refer to the group financial statements for disclosure of the relevant accounting policy.
28.2
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
29
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Professional
2
3
30
Intangible assets
Goodwill
£
Cost
At 1 January 2022
35,337
At 31 December 2022
35,337
At 31 December 2023
35,337
Carrying amount
At 31 December 2023
35,337
At 31 December 2022
35,337
At 31 December 2021
35,337
IWEALTH HOLDINGS LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 39 -
31
Investments
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Investments in subsidiaries
3,821,657
3,821,657
Fair value of financial assets carried at amortised cost
Except as detailed below the directors believe that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.
Investment in subsidiary undertakings
Details of the company's principal operating subsidiaries are included in note 14.
Movements in non-current investments
Shares in subsidiaries
Loans to subsidiaries
Total
£
£
£
Cost or valuation
At 1 January 2023 & 31 December 2023
3,324,920
496,737
3,821,657
Carrying amount
At 31 December 2023
3,324,920
496,737
3,821,657
At 31 December 2022
3,324,920
496,737
3,821,657
32
Trade and other receivables
2023
2022
£
£
Other receivables
22,800
774
Prepayments and accrued income
3,197
25,997
774
33
Trade and other payables
2023
2022
£
£
Accruals
15,000
15,000
Other payables
750,006
6,972
765,006
21,972
34
Share capital
Refer to note 25 of the group financial statements.
IWEALTH HOLDINGS LIMITED
NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 40 -
35
Cash (absorbed by)/generated from operations
2023
2022
£
£
Profit for the year after tax
1,574,051
782,192
Adjustments for:
Investment income
(1,588,521)
(796,871)
Movements in working capital:
(Increase)/decrease in trade and other receivables
(25,223)
22,274
Increase in trade and other payables
-
1,000
Cash (absorbed by)/generated from operations
(39,693)
8,595
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