Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31true152truetruetruefalse2023-01-01falseABC153false 01900078 2023-01-01 2023-12-31 01900078 2022-01-01 2022-12-31 01900078 2023-12-31 01900078 2022-12-31 01900078 2022-01-01 01900078 c:PriorPeriodIncreaseDecrease 2022-01-01 2022-12-31 01900078 1 2023-01-01 2023-12-31 01900078 1 2022-01-01 2022-12-31 01900078 2 2023-01-01 2023-12-31 01900078 2 2022-01-01 2022-12-31 01900078 e:Director1 2023-01-01 2023-12-31 01900078 e:Director2 2023-01-01 2023-12-31 01900078 e:RegisteredOffice 2023-01-01 2023-12-31 01900078 c:Buildings c:ShortLeaseholdAssets 2023-01-01 2023-12-31 01900078 c:Buildings c:ShortLeaseholdAssets 2023-12-31 01900078 c:Buildings c:ShortLeaseholdAssets 2022-12-31 01900078 c:LandBuildings 2023-12-31 01900078 c:LandBuildings 2022-12-31 01900078 c:OfficeEquipment 2023-01-01 2023-12-31 01900078 c:OfficeEquipment 2023-12-31 01900078 c:OfficeEquipment 2022-12-31 01900078 c:OfficeEquipment c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01900078 c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 01900078 c:CurrentFinancialInstruments 2023-12-31 01900078 c:CurrentFinancialInstruments 2022-12-31 01900078 c:CurrentFinancialInstruments c:WithinOneYear 2023-12-31 01900078 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-31 01900078 c:UKTax 2023-01-01 2023-12-31 01900078 c:UKTax 2022-01-01 2022-12-31 01900078 c:ShareCapital 2023-12-31 01900078 c:ShareCapital 2022-12-31 01900078 c:ShareCapital 2022-01-01 01900078 c:SharePremium 2023-12-31 01900078 c:SharePremium 2022-12-31 01900078 c:SharePremium c:PriorPeriodIncreaseDecrease 2022-01-01 2022-12-31 01900078 c:SharePremium 2022-01-01 01900078 c:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01900078 c:RetainedEarningsAccumulatedLosses 2023-12-31 01900078 c:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 01900078 c:RetainedEarningsAccumulatedLosses 2022-12-31 01900078 c:RetainedEarningsAccumulatedLosses c:PriorPeriodIncreaseDecrease 2022-01-01 2022-12-31 01900078 c:RetainedEarningsAccumulatedLosses 2022-01-01 01900078 c:AcceleratedTaxDepreciationDeferredTax 2023-12-31 01900078 c:AcceleratedTaxDepreciationDeferredTax 2022-12-31 01900078 c:TaxLossesCarry-forwardsDeferredTax 2023-12-31 01900078 c:TaxLossesCarry-forwardsDeferredTax 2022-12-31 01900078 c:RetirementBenefitObligationsDeferredTax 2023-12-31 01900078 c:RetirementBenefitObligationsDeferredTax 2022-12-31 01900078 e:OrdinaryShareClass1 2023-01-01 2023-12-31 01900078 e:OrdinaryShareClass1 2023-12-31 01900078 e:OrdinaryShareClass1 2022-12-31 01900078 e:FRS102 2023-01-01 2023-12-31 01900078 e:Audited 2023-01-01 2023-12-31 01900078 e:FullAccounts 2023-01-01 2023-12-31 01900078 e:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 01900078 c:Subsidiary1 2023-01-01 2023-12-31 01900078 c:Subsidiary1 1 2023-01-01 2023-12-31 01900078 c:Subsidiary2 2023-01-01 2023-12-31 01900078 c:Subsidiary2 1 2023-01-01 2023-12-31 01900078 c:WithinOneYear 2023-12-31 01900078 c:WithinOneYear 2022-12-31 01900078 c:BetweenOneFiveYears 2023-12-31 01900078 c:BetweenOneFiveYears 2022-12-31 01900078 6 2023-01-01 2023-12-31 01900078 f:PoundSterling 2023-01-01 2023-12-31 01900078 c:ShareCapital c:PriorPeriodErrorIncreaseDecrease 2022-01-01 2022-12-31 01900078 c:RetainedEarningsAccumulatedLosses c:PreviouslyStatedAmount 2022-01-01 01900078 c:PreviouslyStatedAmount 2022-01-01 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 01900078









ORCHARD INFORMATION SYSTEMS LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
COMPANY INFORMATION


Directors
J A Ensign 
R Telerman 




Registered number
01900078



Registered office
9 King Street

London

EC2V 8EA




Independent auditors
Barnes Roffe LLP
Chartered Accountants & Stautory Auditors

Charles Lake House

Claire Causeway

Crossways Business Park

Dartford

Kent

DA2 6QA





 
ORCHARD INFORMATION SYSTEMS LIMITED
 

CONTENTS



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


 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their strategic report accompanying the financial statements for the year ended 31 December 2023.

Business review
 
The profit before tax for the year ending 31 December 2023 is £1.2m, an increase on the prior period profit before tax of £0.9m. 
Turnover increased from £20.3m for the period ended 31 December 2022 to £23.4m for the year ended 31 December 2023. Annualized, this is an increase of 14.9% over the prior period. This is primarily the result of an increase in recurring revenue, from new sales closed during the year. 
As a result, the directors are confident in the core financial metrics of the company.

Principal risks and uncertainties
 
The principal risks and uncertainties faced by the company are those of general market and economic risks in common with other businesses in the current economic climate. The directors aim to manage these risks and uncertainties going forward in order to maintain and improve on the current level of performance.

Financial key performance indicators
 
The key financial performance indicators are as follows:
- Revenue per employee
- Ratio of employment costs to annually recurring revenue
- Ratio of recurring revenue to total revenue
The directors consider the above ratios to be at acceptable levels for the period ended 31 December 2023.


This report was approved by the board on 23 September 2024 and signed on its behalf.



R Telerman
Director

Page 1

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £1,147,271 (2022 - £762,539).

Dividends paid during the year were £Nil (2022: £Nil). The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

J A Ensign 
R Telerman 

Future developments

The company is budgeted to continue to trade profitably and to pursue opportunities to improve its performance and financial position in the year to 31 December 2024.

Page 2

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the company since the year end.

Auditors

The auditorsBarnes Roffe LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 23 September 2024 and signed on its behalf.
 





R Telerman
Director

Page 3

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ORCHARD INFORMATION SYSTEMS LIMITED
 

Opinion


We have audited the financial statements of Orchard Information Systems Limited (the 'company') for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 4

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ORCHARD INFORMATION SYSTEMS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


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


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.


Page 5

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ORCHARD INFORMATION SYSTEMS LIMITED (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with law and regulations, was as follows:
•  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 discussion with directors and    other management, and from our commercial knowledge and experience of the software and technology   sector in which the company operates;
•  The specific laws and regulations which we considered may have a direct material effect on the financial   statements or the operations of the company, are as follows;
 •  Companies Act 2006
 •  FRS102
 •  Health and Safety legislation
 •  Employment legislation
 •  Tax legislation
•  We assessed the extent of compliance with the laws and regulations identified above through making    enquiries of management, reviewing board minutes and inspecting relevant legal and other      correspondence; and
•  Laws and regulations were communicated within the audit team at the planning meeting, and during the    audit as any further laws and regulation were identified. The audit team remained alert to instances of    non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur by:
•  Making enquires of management as to where they consider there was susceptibility to fraud and their    knowledge of actual suspected and alleged fraud;
•  Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and    regulations;
•  Reviewing the financial statements and testing the disclosures against supporting documentation;
•  Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
•  Inspecting and testing journal entries to identify unusual or unexpected transactions;
•  Assessing whether judgement and assumptions made in determining significant accounting estimates,
 including certain year end accruals and provisions, were indicative of management bias; and investigating   the rationale behind significant transactions, or transactions that are unusual or outside the company’s    usual course of business.
 
Page 6

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ORCHARD INFORMATION SYSTEMS LIMITED (CONTINUED)


The areas that we identified as being susceptible to misstatement through fraud were:
•  Management bias in the estimates and judgements made;
•  Management override of controls; and
•  Posting of unusual journals or transactions.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.


Use of our report
 

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Mario Cientanni (Senior statutory auditor)
for and on behalf of
Barnes Roffe LLP
Chartered Accountants & Stautory Auditors
Charles Lake House
Claire Causeway
Crossways Business Park
Dartford
Kent
DA2 6QA

26 September 2024
Page 7

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
23,357,486
20,337,002

Cost of sales
  
(4,441,185)
(4,093,474)

Gross profit
  
18,916,301
16,243,528

Administrative expenses
  
(17,757,063)
(15,371,293)

Operating profit
 5 
1,159,238
872,235

Interest payable and similar expenses
 8 
(52)
-

Profit before tax
  
1,159,186
872,235

Tax on profit
 9 
(11,915)
(109,696)

Profit for the financial year
  
1,147,271
762,539

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 11 to 22 form part of these financial statements.

Page 8

 
ORCHARD INFORMATION SYSTEMS LIMITED
REGISTERED NUMBER: 01900078

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 10 
152,958
289,028

Investments
 11 
2,194,803
2,194,803

  
2,347,761
2,483,831

Current assets
  

Debtors: amounts falling due within one year
 12 
27,644,896
37,131,893

  
27,644,896
37,131,893

Creditors: amounts falling due within one year
 14 
(27,041,364)
(37,811,702)

Net current assets/(liabilities)
  
 
 
603,532
 
 
(679,809)

Total assets less current liabilities
  
2,951,293
1,804,022

  

Net assets
  
2,951,293
1,804,022


Capital and reserves
  

Called up share capital 
 16 
76,005
76,005

Share premium account
  
375,754
375,754

Profit and loss account
  
2,499,534
1,352,263

  
2,951,293
1,804,022


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




R Telerman
Director

Date: 23 September 2024

The notes on pages 11 to 22 form part of these financial statements.

Page 9

 
ORCHARD INFORMATION SYSTEMS LIMITED
 

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


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2023
76,005
375,754
1,352,263
1,804,022



Profit for the year
-
-
1,147,271
1,147,271


At 31 December 2023
76,005
375,754
2,499,534
2,951,293



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2022 (as previously stated)
76,005
375,754
1,295,400
1,747,159

Prior year adjustment
-
-
(705,676)
(705,676)

At 1 January 2022 (as restated)
76,005
375,754
589,724
1,041,483



Profit for the year
-
-
762,539
762,539


At 31 December 2022
76,005
375,754
1,352,263
1,804,022


The notes on pages 11 to 22 form part of these financial statements.

Page 10

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Orchard Information Systems Limited is a private company, limited by shares, registered in England and Wales. The registered office is at 9 King Street, London, EC2V 8EA.
The principal activity of the company during the period continued to be that of the sale of software licences, implementation, consultancy, training and maintenance.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of MRI Software Limited as at 31 December 2023 and these financial statements may be obtained from 9 King Street, London, EC2V 8EA.

 
2.3

Exemption from preparing consolidated financial statements

The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 11

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Licence revenue, including SaaS (Software-as-a-Service) contracts and similar contracts which include maintenance and software support, is recognised from the point at which the customer makes a commitment to purchase the product, and will then be recognised on a straight line basis over the life of the contract.
Income from development and consultancy, including training, is recognised as these services are provided to the customer.

Page 12

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.6

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the company in independently administered funds.

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 13

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on the following bases:


Short-term leasehold property
-
10 years straight line or over the life of the lease.
Office equipment
-
20% to 33% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

  
2.13

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 14

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are charged as an expense to profit or loss in the year that the company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
 
When payments are eventually made, they are charged to the provision carried in the Balance sheet.

 
2.19

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Page 15

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

a) Critical judgements in applying the company's accounting policies
No significant judgements have had to be made by the company in preparing these financial statements.
b) Key accounting estimates and assumptions
Usefuel economic lives of intangible and tangible fixed asset
s
The company has made key assumptions regarding the useful economic life of intangible fixed assets and tangible fixed assets and this is further described in note 2.11 and 2.12 of accounting policies. 
Bad debt provision
The company has made key estimates in respect of the level of bad debt provision required. A general provision is held, as well as specific provisions being made where the recoverability of debts is uncertain.
Commissions and bonus accruals
The company makes key estimates in respect of the level of commissions and bonuses to accrue into the financial statements at the year end. Management makes this estimate based on the bookings made and the corresponding remuneration package as at the year end for commissions and an expected percentage of salary regarding bonuses.


4.


Turnover

The whole of the turnover is attributable to the principal activity of the company, which continued to be the sale of software licences, development projects performed for clients and fees derived from installation, implementation, consultancy, training and maintenance.
A geographical analysis of turnover has not been provided as permitted by the Companies Act 2006.


5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
(20)
(300)

Other operating lease rentals
615,520
621,112

Depreciation of tangible fixed assets
136,070
163,430


6.


Auditors' remuneration



For the year ended 31 December 2023, the annual audit fees of £19,650 (2022: £18,250) are borne by fellow group companies. The company has taken the advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidateted financial statements of the parent company.




Page 16

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
7,945,097
8,413,746

Social security costs
877,197
969,824

Cost of defined contribution scheme
428,857
438,944

9,251,151
9,822,514


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Management, sales and administration
153
152


8.


Interest payable and similar expenses

2023
2022
£
£


Other loan interest payable
52
-

52
-


9.


Taxation


2023
2022
£
£

Corporation tax


Adjustments in respect of previous periods
(65,848)
(39,525)


Deferred tax


Origination and reversal of timing differences
77,763
149,221


Tax on profit
11,915
109,696
Page 17

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
9.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 19%/25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
1,159,186
872,235


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
289,797
165,725

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
54,838
293

Capital allowances for year less than/(in excess of) depreciation
26,520
11,513

Utilisation of tax losses
(371,155)
(110,942)

Other timing differences leading to an increase (decrease) in taxation
-
(66,589)

Adjustments to tax charge in respect of prior period
(65,848)
(39,525)

Deferred tax - (credit)/charge to profit or loss
77,763
149,221

Total tax charge for the year
11,915
109,696


Factors that may affect future tax charges

The company has tax losses of £1,999,925 (2022: £2,904,102) carried forward and available to offset against future profits.

Page 18

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Tangible fixed assets





Land & Buildings
Office equipment
Total

£
£
£



Cost or valuation


At 1 January 2023
690,171
242,713
932,884



At 31 December 2023

690,171
242,713
932,884



Depreciation


At 1 January 2023
490,354
153,502
643,856


Charge for the year on owned assets
74,752
61,318
136,070



At 31 December 2023

565,106
214,820
779,926



Net book value



At 31 December 2023
125,065
27,893
152,958



At 31 December 2022
199,817
89,211
289,028




The net book value of land and buildings may be further analysed as follows:


2023
2022
£
£

Land and buildings
125,065
199,817

125,065
199,817


Page 19

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
2,194,803



At 31 December 2023
2,194,803





Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

In4Systems Limited
9 King Street, London, EC2V 8EA
Ordinary
100%
MRI Software Ireland Limited
The Diamond, Donegal Town, Co. Donegal, Ireland
Ordinary
100%


12.


Debtors

2023
2022
£
£


Trade debtors
11,043,446
12,560,225

Amounts owed by group undertakings
13,995,596
21,912,389

Other debtors
65,848
39,525

Prepayments and accrued income
1,802,059
1,804,044

Deferred taxation
737,947
815,710

27,644,896
37,131,893


Page 20

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Cash and cash equivalents

2023
2022
£
£

Bank overdrafts
(314)
(314)

(314)
(314)



14.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank overdrafts
314
314

Trade creditors
340,792
473,059

Amounts owed to group undertakings
5,710,963
18,141,577

Other taxation and social security
1,687,231
1,605,103

Other creditors
6,686
-

Accruals and deferred income
19,295,378
17,591,649

27,041,364
37,811,702



15.


Deferred taxation




2023
2022


£

£






At beginning of year
815,710
964,931


Charged to profit or loss
(77,763)
(149,221)



At end of year
737,947
815,710

The deferred tax asset is made up as follows:

2023
2022
£
£


Accelerated capital allowances
20,847
(4,879)

Tax losses carried forward
499,981
717,309

Other timing differences
217,119
103,280

737,947
815,710

Page 21

 
ORCHARD INFORMATION SYSTEMS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



76,005 (2022 - 76,005) ordinary shares of £1.00 each
76,005
76,005



17.


Prior year adjustment

n the prior year it has been noted that management charges had been incorrectly classified in the profit or loss, as such, this has been corrected in the current year by a prior year adjustment to ensure the disclosure is consistent with the current year.
The impact of this adjustment is a reduction in other operating income of £4,513,811 and a decrease in administrative expenses of £4,513,811. 


18.


Pension commitments

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £428,857 (2022: £438,944).


19.


Commitments under operating leases

At 31 December 2023 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
295,523
295,523

Later than 1 year and not later than 5 years
172,456
467,979

467,979
763,502


20.


Controlling party

The ultimate parent company in the UK is MRI Software Limited, a company incorporated in England and Wales. MRI Software Limited produces financial statements incorporating the results of Orchard Information Sytems Limited which can be obtained from 9 King Street, London EC2V 8EA.
MRI Software Limited is a wholly owned subsidiary of MRI Software LLC, a limited liability company incorporated in Delaware, USA.  The ultimate parent company is MRI Intermediate Holdings LLC, a limited liability company incorporated in Delaware, USA.

 
Page 22