IRIS Accounts Production v24.1.0.578 08260801 Board of Directors 31.12.23 1.1.23 31.12.23 31.12.23 true true false true true false false true false Ordinary A 0 Ordinary B 0 Ordinary C 0 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh082608012022-12-31082608012023-12-31082608012023-01-012023-12-31082608012021-12-31082608012022-01-012022-12-31082608012022-12-3108260801ns15:EnglandWales2023-01-012023-12-3108260801ns14:PoundSterling2023-01-012023-12-3108260801ns10:Director12023-01-012023-12-3108260801ns10:Consolidated2023-12-3108260801ns10:ConsolidatedGroupCompanyAccounts2023-01-012023-12-3108260801ns10:PrivateLimitedCompanyLtd2023-01-012023-12-3108260801ns10:Consolidatedns10:FRS1022023-01-012023-12-3108260801ns10:Consolidatedns10:Audited2023-01-012023-12-3108260801ns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2023-01-012023-12-3108260801ns10:LargeMedium-sizedCompaniesRegimeForAccounts2023-01-012023-12-3108260801ns10:Consolidatedns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2023-01-012023-12-3108260801ns10:LargeMedium-sizedCompaniesRegimeForAccountsns10:Consolidated2023-01-012023-12-3108260801ns10:FullAccounts2023-01-012023-12-3108260801ns10:OrdinaryShareClass12023-01-012023-12-3108260801ns10:OrdinaryShareClass22023-01-012023-12-3108260801ns10:OrdinaryShareClass32023-01-012023-12-3108260801ns10:Consolidated2023-01-012023-12-3108260801ns10:Director22023-01-012023-12-3108260801ns10:Director32023-01-012023-12-3108260801ns10:CompanySecretary12023-01-012023-12-3108260801ns10:RegisteredOffice2023-01-012023-12-3108260801ns10:Consolidated2022-01-012022-12-3108260801ns5:ShareCapital2023-12-3108260801ns5:ShareCapital2022-12-3108260801ns5:SharePremium2023-12-3108260801ns5:SharePremium2022-12-3108260801ns5:CapitalRedemptionReserve2023-12-3108260801ns5:CapitalRedemptionReserve2022-12-3108260801ns5:RetainedEarningsAccumulatedLosses2023-12-3108260801ns5:RetainedEarningsAccumulatedLosses2022-12-3108260801ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3108260801ns5:CapitalRedemptionReserve2023-01-012023-12-3108260801ns5:ShareCapital2023-01-012023-12-3108260801ns5:SharePremium2023-01-012023-12-3108260801ns5:LeaseholdImprovements2023-01-012023-12-3108260801ns5:PlantMachinery2023-01-012023-12-3108260801ns5:FurnitureFittings2023-01-012023-12-3108260801ns5:ComputerEquipment2023-01-012023-12-3108260801ns5:CostValuation2022-12-3108260801ns5:CurrentFinancialInstruments2023-12-3108260801ns5:CurrentFinancialInstruments2022-12-3108260801ns5:CurrentFinancialInstrumentsns5:WithinOneYear2023-12-3108260801ns5:CurrentFinancialInstrumentsns5:WithinOneYear2022-12-3108260801ns10:OrdinaryShareClass12023-12-3108260801ns10:OrdinaryShareClass22023-12-3108260801ns10:OrdinaryShareClass32023-12-31
REGISTERED NUMBER: 08260801 (England and Wales)



GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

ORTHO SOLUTIONS HOLDINGS LIMITED

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)






CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Consolidated Income Statement 8

Consolidated Other Comprehensive Income 9

Consolidated Balance Sheet 10

Company Balance Sheet 11

Consolidated Statement of Changes in Equity 12

Company Statement of Changes in Equity 13

Consolidated Cash Flow Statement 14

Notes to the Consolidated Cash Flow Statement 15

Notes to the Consolidated Financial Statements 16


ORTHO SOLUTIONS HOLDINGS LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: E F Clare
R Hosking
C Fisher





SECRETARY: E F Clare





REGISTERED OFFICE: West Station Business Park
Spital Road
Maldon
Essex
CM9 6FF





REGISTERED NUMBER: 08260801 (England and Wales)





AUDITORS: Xeinadin Audit Limited
12 Conqueror Court
Sittingbourne
Kent
ME10 5BH

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their strategic report of the company and the group for the year ended 31 December 2023.

REVIEW OF BUSINESS
Ortho Solutions group has continued to build on the strong growth of recent years. Group turnover increased by 40% from the previous year, reaching a record £15.9 million. This impressive growth was driven by both the expansion of existing product markets and the successful launch of new products to new markets in 2023. Effective cost controls also contributed to achieving an operating profit margin of 6%.

The company maintained its focus on both elective and trauma products. The market share of the Volition™ Ankle Fracture Plating System, launched in 2021, continued its strong growth, due to its unrivalled innovation and evidence-based design ensuring that better patient outcomes are achieved. During the year the company launched its new elective range - Volition™ MTP & Universal plating system bringing all the features and benefits of Volition™ and its V-Lock™ technology into elective procedures. UK market turnover grew by 34%. In the US market, turnover increased by 12.1% over the previous year.

In 2023, Ortho Solutions further strengthened its team by increasing headcount by 8. This investment was made across the company to support future growth plans and ensure compliance.

A core pillar of Ortho Solutions' strategy remains new product development (NPD) and improvement, with continued investment in expanding the product range. Throughout the year, development work was completed in collaboration with surgeon experts to meet the needs of patients and clinicians - 'Advancing Foot and Ankle Care'. Alongside NPD, 2023 was the year Ortho Solutions expanded on the delivery of outstanding professional education programmes to surgeons and healthcare professionals. The pivotal focus for Ortho Solutions was ensuring that 'evidence-based practice' and world class clinical teaching was achieved, solidifying several of our core values.

To enhance NPD speed to market, Ortho Solutions invested in a new prototyping facility in Rotherham. This facility, along with a range of new machinery, has enabled the business to reduce the lead time in bringing new innovative products to market, meeting the needs of the surgeons' more efficiently and will become a major pathway to enable its future growth plans.

With effective cost control and strategic investment, the group was able to achieve an Operating Profit £914k 6%.

At the balance sheet date, the group continues to have sufficient working capital to finance its operating activities. Net assets have increased to £2.9m.

PRINCIPAL RISKS AND UNCERTAINTIES
The directors firmly believe that opportunities offered in current overseas markets will help to safeguard the business from the risks of a single market focus in the longer term, with development of our product portfolio. Also reduce our exposure to foreign currency fluctuations. And are in strong position to respond to market demands as the increased waiting lists are dealt with.

The group has progressed towards to its vision: - "To deliver excellent value to our customers by supplying high quality and cost effective specialist orthopaedic products and services".

ON BEHALF OF THE BOARD:





C Fisher - Director


24 September 2024

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the parent Ortho Solutions Holdings Limited in the year under review was that of a holding company.

The principal activity of the group in the year under review was that of the supply of orthopaedic products.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

E F Clare
R Hosking
C Fisher

CASHFLOW RISK
The Group has continued to manage its cash flows in the year. In order to maintain liquidity to ensure that sufficient funds are available, the Group regularly reviews any present obligations and prepares cash flow forecasts to consider any changes in operations.

CREDIT RISK
The Group's principal financial assets are tangible fixed assets, stock, cash and trade debtors. The directors consider there to be little or no risk in respect of balances with any third parties that would impact the availability of credit for the Group.

DISCLOSURE IN THE STRATEGIC REPORT
Items required under Sch. 7 to be disclosed in the directors’ report are set out in the strategic report in accordance with s.414C(11) CA 2006.

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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023


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.

AUDITORS
The auditors, Xeinadin Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





C Fisher - Director


24 September 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ORTHO SOLUTIONS HOLDINGS LIMITED

Opinion
We have audited the financial statements of Ortho Solutions Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other 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 year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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
ORTHO SOLUTIONS HOLDINGS LIMITED


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 three, 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.

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:

The objectives of our audit, in respect to irregularities, including fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; to respond appropriately to fraud or suspected fraud identified during the audit, to obtain audit evidence regarding compliance with provisions of applicable laws and regulations, and to respond appropriately to any non-compliance identified. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

In identifying and assessing risks of material misstatement in respect of irregularities including fraud and non-compliance with laws and regulations our approach was to consider the following:

- the nature of the industry or sector, control environment and business performance;

- the results of enquiries of management about their own identification and assessment of the risks of irregularities;

- matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ORTHO SOLUTIONS HOLDINGS LIMITED

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, employment law, tax legislation and health and safety.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.

We assessed the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: recognition of income, foreign currency translation and value of stocks. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

Our procedures to respond to risks identified included the following:
- reviewing the financial statement disclosures and testing to supporting documentation;
- enquiring of management concerning actual and potential litigation and claims;
- reviewing material legal costs in the period;
- performing analytical procedures to identify unusual or unexpected relationships;
- reviewing correspondence with HMRC;
- testing the appropriateness of judgements made in making accounting estimates, journal entries and other adjustments made by management for indications of potential bias; and
- evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
- completed focused testing on a sample of amounts recoverable on contracts to assess the performance in line with management's forecasts.

The likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

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.




Timothy Harbour BSc FCA (Senior Statutory Auditor)
for and on behalf of Xeinadin Audit Limited
12 Conqueror Court
Sittingbourne
Kent
ME10 5BH

24 September 2024

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

CONSOLIDATED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes £    £   

TURNOVER 15,948,781 11,378,845

Cost of sales 7,308,528 5,180,750
GROSS PROFIT 8,640,253 6,198,095

Administrative expenses 7,726,130 5,284,476
OPERATING PROFIT 914,123 913,619

Interest receivable and similar income 651 1,573
914,774 915,192

Interest payable and similar expenses 5 459,692 362,356
PROFIT BEFORE TAXATION 6 455,082 552,836

Tax on profit 8 (186,290 ) (293,763 )
PROFIT FOR THE FINANCIAL YEAR 641,372 846,599
Profit attributable to:
Owners of the parent 641,372 846,599

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

CONSOLIDATED
OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes £    £   

PROFIT FOR THE YEAR 641,372 846,599


OTHER COMPREHENSIVE INCOME
Purchase of own shares (178,139 ) -
Capital redemption reserve 58 -
Income tax relating to components of
other comprehensive income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

(178,081

)

-
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

463,291

846,599

Total comprehensive income attributable to:
Owners of the parent 463,291 846,599

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

CONSOLIDATED BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 10 828,399 780,232
Investments 11 - -
828,399 780,232

CURRENT ASSETS
Stocks 12 5,281,301 4,508,363
Debtors 13 2,708,993 2,754,430
Cash at bank and in hand 14 1,644,368 1,309,696
9,634,662 8,572,489
CREDITORS
Amounts falling due within one year 15 2,769,161 2,049,781
NET CURRENT ASSETS 6,865,501 6,522,708
TOTAL ASSETS LESS CURRENT
LIABILITIES

7,693,900

7,302,940

CREDITORS
Amounts falling due after more than one
year

16

4,770,909

4,843,182
NET ASSETS 2,922,991 2,459,758

CAPITAL AND RESERVES
Called up share capital 20 10,160 10,218
Share premium 21 582,707 582,707
Capital redemption reserve 21 133 75
Other reserves 21 (9,900 ) (9,900 )
Retained earnings 21 2,339,891 1,876,658
SHAREHOLDERS' FUNDS 2,922,991 2,459,758

The financial statements were approved by the Board of Directors and authorised for issue on 24 September 2024 and were signed on its behalf by:





C Fisher - Director


ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

COMPANY BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 10 - -
Investments 11 628 628
628 628

CURRENT ASSETS
Debtors 13 1,612,776 1,791,810
NET CURRENT ASSETS 1,612,776 1,791,810
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,613,404

1,792,438

CAPITAL AND RESERVES
Called up share capital 20 10,160 10,218
Share premium 21 582,707 582,707
Capital redemption reserve 21 133 75
Retained earnings 21 1,020,404 1,199,438
SHAREHOLDERS' FUNDS 1,613,404 1,792,438

Company's loss for the financial year (895 ) -

The financial statements were approved by the Board of Directors and authorised for issue on 24 September 2024 and were signed on its behalf by:





C Fisher - Director


ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

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

Called up
share Retained Share
capital earnings premium
£    £    £   
Balance at 1 January 2022 10,218 1,030,059 582,707

Changes in equity
Total comprehensive income - 846,599 -
Balance at 31 December 2022 10,218 1,876,658 582,707

Changes in equity
Issue of share capital (58 ) - -
Total comprehensive income - 463,233 -
Balance at 31 December 2023 10,160 2,339,891 582,707
Capital
redemption Other Total
reserve reserves equity
£    £    £   
Balance at 1 January 2022 75 (9,900 ) 1,613,159

Changes in equity
Total comprehensive income - - 846,599
Balance at 31 December 2022 75 (9,900 ) 2,459,758

Changes in equity
Issue of share capital - - (58 )
Total comprehensive income 58 - 463,291
Balance at 31 December 2023 133 (9,900 ) 2,922,991

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

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

Called up Capital
share Retained Share redemption Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 January 2022 10,218 1,199,438 582,707 75 1,792,438

Changes in equity
Balance at 31 December 2022 10,218 1,199,438 582,707 75 1,792,438

Changes in equity
Total comprehensive loss - (179,034 ) - 58 (178,976 )
Issue of share capital (58 ) - - - (58 )
Balance at 31 December 2023 10,160 1,020,404 582,707 133 1,613,404

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 1,239,115 1,397,785
Interest paid (459,692 ) (362,356 )
Tax paid (13,342 ) (4,473 )
Taxation refund 293,722 316,971
Net cash from operating activities 1,059,803 1,347,927

Cash flows from investing activities
Purchase of tangible fixed assets (454,692 ) (337,156 )
Interest received 1,573 1,573
Net cash from investing activities (453,119 ) (335,583 )

Cash flows from financing activities
New loans in year 55,000 -
Loan repayments in year (127,273 ) (162,273 )
Amount withdrawn by directors (21,600 ) -
Purchase of own shares (178,139 ) -
Net cash from financing activities (272,012 ) (162,273 )

Increase in cash and cash equivalents 334,672 850,071
Cash and cash equivalents at
beginning of year

2

1,309,696

459,625

Cash and cash equivalents at end of
year

2

1,644,368

1,309,696

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
2023 2022
£    £   
Profit before taxation 455,082 552,836
Depreciation charges 406,525 158,119
Finance costs 459,692 362,356
Finance income (651 ) (1,573 )
1,320,648 1,071,738
(Increase)/decrease in stocks (772,938 ) 187,296
Increase in trade and other debtors (49,575 ) (566,225 )
Increase in trade and other creditors 740,980 704,976
Cash generated from operations 1,239,115 1,397,785

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:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 1,644,368 1,309,696
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 1,309,696 459,625


3. ANALYSIS OF CHANGES IN NET DEBT

At 1.1.23 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank and in hand 1,309,696 334,672 1,644,368
1,309,696 334,672 1,644,368
Debt
Debts falling due within 1 year (127,273 ) - (127,273 )
Debts falling due after 1 year (4,843,182 ) 72,273 (4,770,909 )
(4,970,455 ) 72,273 (4,898,182 )
Total (3,660,759 ) 406,945 (3,253,814 )

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

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

1. STATUTORY INFORMATION

Ortho Solutions Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The Group's functional and presentation currency is the Pound Sterling (£).

Amounts in these financial statements are rounded to the nearest Pound Sterling (£).

2. STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3. ACCOUNTING POLICIES

Basis of preparing the financial statements
The financial statements have been prepared under the historical cost convention.

Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Going concern
These financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the Group.

The company has prepared forecasts for the next twelve months, which consider changes in trading conditions. The directors have considered the cashflow requirements of the Group for a period of twelve months from the date of approval of these financial statements and are satisfied that sufficient financial resources will continue to be made available.

Financial Reporting Standard 102 - reduced disclosure exemptions
The group has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirement of paragraph 33.7.

Basis of consolidation
The financial statements consolidate the results of Ortho Solutions Holdings Limited and all of its subsidiary undertakings as reported in note 12 Fixed Asset Investments.

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.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

3. ACCOUNTING POLICIES - continued

Significant judgements and estimates
In applying the Group's accounting policies, the directors are required to make judgements. estimates and assumptions in determining the carrying value of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made and are based on historical experience and other factors that are considered applicable. Due to the inherent sensitivity involved in making judgements, estimates and assumptions, the actual results and outcomes may differ.

The estimates and underlying assumptions are reviewed on an ongoing basis. Any revisions to accounting estimates are recognised prospectively.

Stock provision
At each reporting date, stocks are assessed for impairment as a result of slow moving or obsolete stock.This assessment is prepared by reference to the last 12 months sales data and involves analysing stock items based on the expected sales value and quantity achieved in the period under assessment. From this analysis, impairments are calculated at the following rates:

- 100% provision for items with no sales in the period assessed
- 25% provision for items which quantity held exceeds sales data multiplied by 2
- 85% provision for items which quantity held exceeds sales data multiplied by 3

The above rates were agreed by the directors based on their experience of the industry and the nature of the company stock holdings in which some stock items can become obsolete.

The carrying amount of the above provision included against the value of stock at the balance sheet date is £1,916,571 (2022: £1,848,485).

Turnover
Turnover is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods supplied and services rendered, net of returns, discounts and valued added taxes.

The company recognises revenue when the amount of revenue can be measured reliably, when it is probable that future economic benefits will flow to the entity and when specific criteria have been met.

The company supplies implants and instruments for surgical procedures. The sale of these goods is recognised under the following methods:

Direct orders
The sale of goods are recognised when the goods are physically delivered to the customer.

Goods on consignment
Due to the nature of the implants and instruments (systems) needed, the company distribute kits of systems to customers for use in surgical procedures on a consignment basis.

Under the consignment agreement, the customer must restock the system implants and instruments held on consignment. The company will invoice the customer to replenish the kits which is recognised within revenue when the goods are physically delivered to the customer.

In addition, when a consignment kit is returned the system items are reviewed. Anything found to be missing or non compliant is invoiced to the customer on receipt of the returned kit.

Goods on loan arrangements
Similar to goods on consignment the company also provide system kits under a loan agreement. When the kit is returned to the company, any items used are billed to the customer on receipt of the returned kit.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

3. 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.
Improvements to property - 25% on cost
Plant and machinery - 33% on cost and 25% on reducing balance
Kits - 33% on cost
Computer equipment - 33% on cost

Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses. Depreciation of a tangible fixed assets begins when it is in the location and condition necessary available for the use intended.

Tangible fixed asset depreciation is included in administrative expenses in the Income Statement.

Stocks
Stock is valued at the lower of cost and net realisable value. Cost is applied on a standard costing basis which is determined by the purchase price paid for the stock, net of value added tax. Net realisable value represents estimated selling price less costs to complete and sell. Provisions are made for slow moving, obsolete or damaged stock where the net realisable value is less than cost.

Some batch stock items have an expiry date applicable, the Group policy is to provide for the write off at the date of expiry and no separate provision is included at the balance sheet date.

Financial instruments
The Group enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments such as loans, accounts receivable and payable are initially measured at present value and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to paid or received.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, 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 year 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.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

3. ACCOUNTING POLICIES - continued

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


Foreign currency translations

Functional currency and presentation currency
The individual financial statements of each group entity are presented in the currency of the primary economic environment in which the entity operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position are presented in Sterling (£).

Transactions and balances
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Translation of group companies
For the purpose of presenting the consolidated financial statements, the assets and liabilities of the group's foreign operations are translated from their functional currency to Sterling (£) using the closing exchange rate. Income and expenses are translated using the average rate for the period, unless exchange rates fluctuate significantly during the period. Exchange differences arising on translation of group companies are recognised in the income statement.

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.

Impairment of non-financial assets
At each reporting date non-financial assets not carried at fair value, like plant, property and equipment, are reviewed to determine whether there is an indication that an asset may be impaired. If there is an indication of possible impairment, the recoverable amount of any asset or group of related assets, which is the higher of value in use and the fair value less cost to sell, is estimated and compared with its carrying amount. If the recoverable amount is lower, the carrying amount of the asset is reduced to its recoverable amount and an impairment loss is recognised immediately in the Income Statement.

Stocks are also assessed for impairment at each reporting date. The carrying amount of each item of stock, or group of similar items, is compared with its selling price less costs to complete and sell. If an item of stock or group of similar items is impaired, its carrying amount is reduced to selling price less costs to complete and sell, and an impairment loss is recognised immediately in the Income Statement.

If an impairment loss is subsequently reversed, the carrying amount of the asset or group of related assets is increased to the revised estimate of its recoverable amount, but not to exceed the amount that would have been determined had no impairment loss been recognised for the asset or group of related assets in prior periods. A reversal of an impairment loss is recognised immediately in the Income Statement.

Borrowing costs
All borrowing costs are recognised in the Income Statement in the period in which they are incurred.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

4. EMPLOYEES AND DIRECTORS
2023 2022
£    £   
Wages and salaries 3,956,201 2,914,451
Social security costs 344,924 219,147
Other pension costs 267,116 223,780
4,568,241 3,357,378

The average number of employees during the year was as follows:
2023 2022

Directors 3 3
Staff 45 37
48 40

2023 2022
£    £   
Directors' remuneration 312,922 295,159

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 3 3

Information regarding the highest paid director is as follows:
2023 2022
£    £   
Emoluments etc 135,250 175,000

5. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
Bank loan interest 29,692 22,356
Other loan interest 430,000 340,000
459,692 362,356

6. PROFIT BEFORE TAXATION

The profit is stated after charging/(crediting):

2023 2022
£    £   
Depreciation - owned assets 406,525 155,178
Foreign exchange differences 45,969 (168,073 )

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

7. AUDITORS' REMUNERATION
2023 2022
£    £   
Fees payable to the company's auditors for the audit of the
company's financial statements

33,500

25,600
Auditors' remuneration for non audit work 5,973 7,227

8. TAXATION

Analysis of the tax credit
The tax credit on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK corporation tax 13,342 (42 )
Prior year tax (199,632 ) (293,721 )

Tax on profit (186,290 ) (293,763 )

Reconciliation of total tax credit included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2023 2022
£    £   
Profit before tax 455,082 552,836
Profit multiplied by the standard rate of corporation tax in the UK of
23.520 % (2022 - 19 %)

107,035

105,039

Effects of:
Expenses not deductible for tax purposes 2,465 981
Utilisation of tax losses - (189,243 )
Losses for foreign subsidiaries 326,061 -
Provision for unrealised profit (353,126 ) 67,164
Research & development (199,632 ) (293,721 )
Losses carried forward 39,994 -
Unprovided deferred tax (104,045 ) 16,017
Super deduction allowance (5,042 ) -
Total tax credit (186,290 ) (293,763 )

Tax effects relating to effects of other comprehensive income

2023
Gross Tax Net
£    £    £   
Purchase of own shares (178,139 ) - (178,139 )
Capital redemption reserve 58 - 58
(178,081 ) - (178,081 )

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

9. INDIVIDUAL INCOME STATEMENT

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.


10. TANGIBLE FIXED ASSETS

Group
Improvements
to Plant and Computer
property machinery Kits equipment Totals
£    £    £    £    £   
COST
At 1 January 2023 216,357 94,662 1,308,027 263,999 1,883,045
Additions - 140,384 303,116 11,192 454,692
At 31 December 2023 216,357 235,046 1,611,143 275,191 2,337,737
DEPRECIATION
At 1 January 2023 216,357 67,248 569,610 249,598 1,102,813
Charge for year - 33,787 367,091 5,647 406,525
At 31 December 2023 216,357 101,035 936,701 255,245 1,509,338
NET BOOK VALUE
At 31 December 2023 - 134,011 674,442 19,946 828,399
At 31 December 2022 - 27,414 738,417 14,401 780,232

The Group has a floating charge including tangible fixed assets, as security for the debenture agreed.

11. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertaking
£   
COST
At 1 January 2023
and 31 December 2023 628
NET BOOK VALUE
At 31 December 2023 628
At 31 December 2022 628

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries


ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

11. FIXED ASSET INVESTMENTS - continued

Ortho Solutions Pty
Registered office: Australia
Nature of business: Supply of orthopaedic products
%
Class of shares: holding
Ordinary 100.00

Ortho Solutions Inc
Registered office: United States of America
Nature of business: Supply of orthopaedic products
%
Class of shares: holding
Ordinary 100.00

Ortho Solutions UK Limited
Registered office: United Kingdom
Nature of business: Supply of orthopaedic products
%
Class of shares: holding
Ordinary 100.00


12. STOCKS

Group
2023 2022
£    £   
Stocks 5,281,301 4,508,363

The Group has a floating charge, including stocks, as a security for the debenture agreed.

Stock is considered for impairment in the form of a slow moving and an obsolete provision. Details of this assessment are included within note 3 under significant judgements and estimates. The carrying amount of the provision included against the value of stock at the balance sheet date is £1,916,571 (2022: £1,848,485).

13. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
£    £    £    £   
Trade debtors 2,143,894 2,210,005 - -
Amounts owed by group undertakings - - 1,612,776 1,791,810
Other debtors 36,316 28,881 - -
Tax 209,376 304,388 - -
Prepayments 319,407 211,156 - -
2,708,993 2,754,430 1,612,776 1,791,810

The Group has a fixed and floating charge, including trade debtors, as security for the debenture agreed.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

14. CASH AT BANK AND IN HAND
Group
2023 2022
£    £   
Current account 1,631,499 1,302,700
Dollar account 4,077 881
Euro account 7,451 4,176
Invoice finance account - 660
Cash in hand 1,341 1,279
1,644,368 1,309,696

15. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group
2023 2022
£    £   
Bank loans and overdrafts (see note 17) 127,273 127,273
Trade creditors 978,576 615,367
Social security and other taxes 104,154 81,493
Pension 26,373 16,583
VAT 421,328 357,359
Other creditors 185,421 202,894
Wages control account 4,883 (2,283 )
Directors' loan accounts - 21,600
Accruals and deferred income 921,153 629,495
2,769,161 2,049,781

16. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group
2023 2022
£    £   
Bank loans (see note 17) 190,909 318,182
Other loans (see note 17) 4,580,000 4,525,000
4,770,909 4,843,182

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

17. LOANS

An analysis of the maturity of loans is given below:

Group
2023 2022
£    £   
Amounts falling due within one year or on demand:
Bank loans 127,273 127,273
Amounts falling due between one and two years:
Bank loans - 1-2 years 127,273 127,273
Amounts falling due between two and five years:
Bank loans - 2-5 years 63,636 190,909
Amounts falling due in more than five years:
Repayable otherwise than by instalments
Other loans 4,580,000 4,525,000

The bank loans are repayable by monthly installments with an end date of June 2026. Interest is charged at a rate of 4.09% above the base rate.

The other loans bear interest at 6% per annum and have a repayment term of 10 years from the date of the advance.

18. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable operating leases
2023 2022
£    £   
Within one year 149,382 60,000
Between one and five years 265,708 80,000
In more than five years 238,500 -
653,590 140,000

Lease payments expensed in the Income Statement are £171,111 (2022: £60,000).

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

19. SECURED DEBTS

The following secured debts are included within creditors:

Group
2023 2022
£    £   
Bank loans 318,182 445,455

The bank loans are secured by way of a debenture including a floating charge over all assets and undertaking of Ortho Solutions UK Limited.

20. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
500,000 Ordinary A 1p 5,000 5,000
500,000 Ordinary B 1p 5,000 5,000
16,000 Ordinary C 1p 160 218
10,160 10,218

Purchase of own shares
During the year the company purchased 5,800 of its own Ordinary C shares.

- 1,600 shares were purchased on 16 October 2023 for £32,000
- 1,500 shares were purchased on 24 October 2023 for £45,000
- 1,200 shares were purchased on 30 November 2023 for £36,000
- 1,500 shares were purchased on 5 December 2023 for £65,139

The nominal value of the purchased shares is £58.

Voting rights and dividends
Ordinary A & B - Each share is entitled to one vote in any circumstance, equal rights to dividends and distributions from the group

Ordinary C - No voting rights but each share is entitled to dividends and capital distributions.

21. RESERVES

Group
Capital
Retained Share redemption Other
earnings premium reserve reserves Totals
£    £    £    £    £   

At 1 January 2023 1,876,658 582,707 75 (9,900 ) 2,449,540
Profit for the year 641,372 641,372
Purchase of own shares (178,139 ) - 58 - (178,081 )
At 31 December 2023 2,339,891 582,707 133 (9,900 ) 2,912,831

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

21. RESERVES - continued

Company
Capital
Retained Share redemption
earnings premium reserve Totals
£    £    £    £   

At 1 January 2023 1,199,438 582,707 75 1,782,220
Deficit for the year (895 ) (895 )
Purchase of own shares (178,139 ) - 58 (178,081 )
At 31 December 2023 1,020,404 582,707 133 1,603,244

Called up share capital - represents the nominal value of shares that have been issued.

Retained earnings - includes all current retained profits and losses.

Share premium - includes any premiums received on issue of share capital.

Capital redemption reserve - A non distributable reserve into which amount are transferred following the purchase of a Company's own shares out of distributable profits.

Other reserve - A reserve created on consolidation due to historic changes to a subsidiary's share capital.

22. PENSION COMMITMENTS

The group operates a defined contribution pension scheme. The assets of the scheme are held separate from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund. Contributions payable to the fund at the year end by the group and included in creditors are £26,373 (2022: £16,583).

2023 2022
£ £

Contributions payable by the group for the year 329,483 261,753

23. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

At the balance sheet date is an amount of £nil (2022: £21,600) due to the directors of the company. R Hosking £nil (2022: £10,800) and E F Clare £nil (2022: £10,800).

24. ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Mr R Hosking and Mr E F Clare.

ORTHO SOLUTIONS HOLDINGS LIMITED (REGISTERED NUMBER: 08260801)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

25. SHARE-BASED PAYMENT TRANSACTIONS

Ortho Solutions Holdings Limited operates an Enterprise Management Incentive Scheme for certain employees of the group. The options only vest on the sale of the company and if an employee leaves the employment of the group all share options are forfeited.

The exercise price of the options is £4.17 based on a September 2021 valuation of the company. The Actual Market Value of the shares are £4.17 per £0.01 ordinary share and the Unrestricted Market Value of the shares are £5.21 per £0.01 ordinary share.

A reconciliation of option movements over the period to 31 December 2023 is shown below:

2023

Number Exercise Price


Outstanding at the beginning of the year 29,647 £4.17
Granted during the year - -
Forfeited during the year - -
Exercised during the year - -
Expired during the year - -

Balance at the end of the year 29,647 £4.17


The fair value of options remaining at the end of the year was £123,628.

The company did not enter into any share-based payment transactions with parties other than employees during the current or previous period.