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COMPANY REGISTRATION NUMBER: 03611671
Tracer Management Systems Limited
Filleted Financial Statements
31 December 2023
Tracer Management Systems Limited
Statement of Financial Position
31 December 2023
2023
2022
Note
£
£
£
Fixed assets
Tangible assets
5
27,388
13,435
Investments
6
11,074,428
-------------
--------
11,101,816
13,435
Current assets
Debtors
7
6,430,158
3,310,407
Cash at bank and in hand
849,266
379,096
------------
------------
7,279,424
3,689,503
Creditors: amounts falling due within one year
8
11,643,405
1,427,768
-------------
------------
Net current (liabilities)/assets
( 4,363,981)
2,261,735
-------------
------------
Total assets less current liabilities
6,737,835
2,275,170
Creditors: amounts falling due after more than one year
9
4,466,487
64,111
------------
------------
Net assets
2,271,348
2,211,059
------------
------------
Capital and reserves
Called up share capital
10
75,000
75,000
Profit and loss account
2,196,348
2,136,059
------------
------------
Shareholder funds
2,271,348
2,211,059
------------
------------
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
In accordance with section 444 of the Companies Act 2006, the statement of income and retained earnings has not been delivered.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
These financial statements were approved by the board of directors and authorised for issue on 23 September 2024 , and are signed on behalf of the board by:
J Sones
Director
Company registration number: 03611671
Tracer Management Systems Limited
Notes to the Financial Statements
Year ended 31 December 2023
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Unit 305, Zellig Building, Gibb Street, Birmingham, B9 4AA.
2. Statement of compliance
These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
(a) Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
(b) Disclosure exemptions
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Shelby Topco Limited which can be obtained from the registered office of the company or from Companies House. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: (a) Disclosures in respect of each class of share capital have not been presented. (b) No cash flow statement has been presented for the company. (c) Disclosures in respect of financial instruments have not been presented. (d) Disclosures in respect of share-based payments have not been presented. (e) No disclosure has been given for the aggregate remuneration of key management personnel .
(c) Revenue recognition
Revenue from the sale of software systems and services is recognised when the significant risks and rewards of ownership of the systems have transferred to the buyer, usually on the commencement of the related agreement, the amount of revenue can be measured reliably, it is probable that the associated economic benefits will flow to the entity, and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
(d) Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date. Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
(e) Foreign currencies
Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.
(f) Tangible assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
(g) Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Fixtures and fittings
-
4-5 Years Straight line
Equipment
-
3 Years Straight line
(h) Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.
(i) Investments in associates
Investments in associates accounted for in accordance with the cost model are recorded at cost less any accumulated impairment losses. Investments in associates accounted for in accordance with the fair value model are initially recorded at the transaction price. At each reporting date, the investments are measured at fair value, with changes in fair value recognised in other comprehensive income/profit or loss. Where it is impracticable to measure fair value reliably without undue cost or effort, the cost model will be adopted. Dividends and other distributions received from the investment are recognised as income without regard to whether the distributions are from accumulated profits of the associate arising before or after the date of acquisition.
(j) Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.
(k) Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.
4. Employee numbers
The average number of persons employed by the company during the year amounted to 78 (2022: 54 ).
5. Tangible assets
Fixtures and fittings
Equipment
Total
£
£
£
Cost
At 1 January 2023
30,287
27,655
57,942
Additions
20,558
20,558
--------
--------
--------
At 31 December 2023
30,287
48,213
78,500
--------
--------
--------
Depreciation
At 1 January 2023
30,287
14,220
44,507
Charge for the year
6,605
6,605
--------
--------
--------
At 31 December 2023
30,287
20,825
51,112
--------
--------
--------
Carrying amount
At 31 December 2023
27,388
27,388
--------
--------
--------
At 31 December 2022
13,435
13,435
--------
--------
--------
6. Investments
Shares in group undertakings
£
Cost
At 1 January 2023
Additions
11,074,428
-------------
At 31 December 2023
11,074,428
-------------
Impairment
At 1 January 2023 and 31 December 2023
-------------
Carrying amount
At 31 December 2023
11,074,428
-------------
At 31 December 2022
-------------
Subsidiaries, associates and other investments
Class of share
Percentage of shares held
Subsidiary undertakings
Protean Software Limited
Ordinary shares and preference shares
100
Joblogic Pakistan (Private) Limited
Ordinary shares
99.97
With effect from 14 July 2023 the company acquired the entire share capital of Protean Software Limited, a company registered in England and Wales. During the year the company also purchased a 99.97% interest in Joblogic Pakistan (Private) Limited, a company registered in Pakistan.
7. Debtors
2023
2022
£
£
Trade debtors
4,861,017
2,979,481
Amounts owed by group undertakings and undertakings in which the company has a participating interest
1,312,840
Other debtors
256,301
330,926
------------
------------
6,430,158
3,310,407
------------
------------
8. Creditors: amounts falling due within one year
2023
2022
£
£
Bank loans and overdrafts
21,286
110,458
Trade creditors
432,925
464,672
Amounts owed to group undertakings and undertakings in which the company has a participating interest
10,057,599
140,505
Social security and other taxes
683,161
499,496
Amounts owed to related undertakings
14,100
3,600
Other creditors
434,334
209,037
-------------
------------
11,643,405
1,427,768
-------------
------------
9. Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans and overdrafts
2,400,000
64,111
Other creditors
2,066,487
------------
--------
4,466,487
64,111
------------
--------
10. Called up share capital
Issued, called up and fully paid
2023
2022
No.
£
No.
£
Ordinary shares of £ 1 each
75,000
75,000
75,000
75,000
--------
--------
--------
--------
11. Operating leases
The total future minimum lease payments under non-cancellable operating leases are as follows:
2023
2022
£
£
Not later than 1 year
35,070
31,165
Later than 1 year and not later than 5 years
53,981
2,526
--------
--------
89,051
33,691
--------
--------
12. Secured liabilities
The bank loan facilities provided by Canadian Imperial Bank of Commerce are secured by a fixed and floating charge, dated 13 July 2023, over the assets of the company and other companies within the group.
13. Contingencies
The company has provided security, in the form of a fixed and floating charge over its assets, to Canadian Imperial Bank of Commerce in respect of the borrowings of other group companies. At 31 December 2023 these borrowings amounted to £5,500,000.
14. Summary audit opinion
The auditor's report dated 23 September 2024 was unqualified .
The senior statutory auditor was Oliver Ross BSc(Hons) FCA , for and on behalf of Muras Baker Jones Limited .
15. Related party transactions
During the year ended 31 December 2023 two of the directors of the company, J M Whatmore and Y I Moolla, have each made an unsecured loan of £1m to the company. The loans are repayable on or before July 2033 and carry interest at a rate of 7% which is capitalised and added to the principal amount of the loan. For the year ended 31 December 2023, interest of £33,243 each has been credited to the loans. The company has taken advantage of the exemption available under FRS 102 to not disclose related party transactions with its parent company and other wholly owned subsidiaries within the group.
16. Controlling party
The immediate parent company is Joblogic Limited, a company registered in England and Wales . With effect from 17 March 2023 the ultimate parent company is Shelby Topco Limited, a company registered in England and Wales at Unit 305 Zellig Building, Gibb Street, Birmingham, B9 4AA.