REGISTERED NUMBER: |
Report of the Directors and |
Financial Statements for the Period 1 July 2023 to 30 November 2023 |
for |
ISSEE Limited |
REGISTERED NUMBER: |
Report of the Directors and |
Financial Statements for the Period 1 July 2023 to 30 November 2023 |
for |
ISSEE Limited |
ISSEE Limited (Registered number: 03943026) |
Contents of the Financial Statements |
for the Period 1 July 2023 to 30 November 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 5 |
Income Statement | 8 |
Balance Sheet | 9 |
Statement of Changes in Equity | 10 |
Notes to the Financial Statements | 11 |
ISSEE Limited |
Company Information |
for the Period 1 July 2023 to 30 November 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
75 Springfield Road |
Chelmsford |
Essex |
CM2 6JB |
ISSEE Limited (Registered number: 03943026) |
Report of the Directors |
for the Period 1 July 2023 to 30 November 2023 |
The directors present their report with the financial statements of the company for the period 1 July 2023 to 30 November 2023. |
REVIEW OF BUSINESS |
ISSEE Limited is a training and advisory company that focuses on the identification, management and mitigation of explosive hazard risk which includes but is not limited to Weapon and Ammunition Management (WAM), Explosive Ordnance Disposal (EOD), post blast scene management and the wide scope of other Counter-Explosive Ordnance (C-EO) specialisms. |
While the Company's primary service lines are training and consultancy we have and will deliver managed services and supply equipment where we think we can offer value to our client set which includes multiple UK Government agencies, sovereign allied states and multi-national corporations around the globe. Our services offerings are and can be delivered both in the UK and overseas; we are proud of our tenured associations with allied nations in the ASEAN and GCC regions with whom our repeat experiences are evidenced in many years of successful service delivery and valued, enduring relationships. |
Our products and services are developed in accordance with the guidelines expressed in UK Health and Safety Executive Explosive Regulations (2014), International Mine Actions Standards (IMAS), International Ammunition Technical guidelines, UK MOD best practice and UN IEDD standards. In the event that we conduct our activities outside of the jurisdiction of England Wales we take appropriate measures to incorporate regulatory standards relevant to the host nation. |
Furthermore, the Company prides itself on its compliance and accreditation methodologies which include full implementation of ISO 9001, and ISO 14001 as well as being an endorsed training centre for the Institute of Explosive Engineers and having our core courses accredited by the Scottish Qualification Authority. This means that we not only build immediate capacity but actively contribute to trainees acquiring relevant commercial qualifications as part of our vision of enabling career pathways in the Counter explosive-ordnance sector. By way of example, our entry level course is a 5-day Explosive Foundation Course and our blue riband course is a 24-week International Ammunition Technician course which only the very best students are able to attain. |
When it comes to our staff, we carefully select our trainers and consultants based on their qualifications and suitable experience. In most cases this will mean individuals who have been trained during and have garnered considerable operational experience from their service within UK Armed Forces or Law Enforcement agencies. Often our staff are required to be security screened because of the specialist nature of the work conducted. |
With over 23 years of expertise in the explosive risk management sector we very much regard ourselves as a pre-eminent institution within the industry and a benchmark for our competition. |
The Company's service lines run across 4 main pillars, namely: |
o Training |
o Entry level basic explosive awareness course through to IED disposal operator and onto post blast scene management. |
o Flagship International Ammunition Technician course which includes magazine and explosive storage management |
o Logistics |
o Consultancy |
o Solution scoping and design |
o Bespoke solution development and delivery |
o The development and deployment of data solutions for explosives and munitions management |
o Managed Services |
o Commercial |
o Military and other government agencies |
o Equipment specification, sourcing and supply |
FUTURE DEVELOPMENTS |
The Company is pleased with its efforts to diversify the business in the reporting period especially with regard to the prosecution of a large ammunition management consulting project. |
ISSEE has and continues to invest heavily into its technical service development portfolio, ensuring that course content is reflective of industry standard and client requirement alike. ISSEE recognises the need to provide the best products and services to the market at all times and will continue with strategic plans that seek to position ISSEE at the forefront of the industry. |
ISSEE Limited (Registered number: 03943026) |
Report of the Directors |
for the Period 1 July 2023 to 30 November 2023 |
Specifically, during the coming period and beyond, the Board will continue to concentrate on plans to maintain and develop an expertise led delivery model that can flex to variable market demand. It will also be looking to develop a sales and marketing engine which supports the capture of longer-term capacity building contracts. Additionally, we will also act to refurbish the technical library so that our products remain at the cutting edge of the sector and maintain our enviable status as the service provider of choice in spite of an increasing degree of break-in activity to our market space by fledgling competitors. |
Training will remain the principal area of operation and we will look to consolidate our position with key clients such the UK Home Office, the UK MOD and the Foreign and Commonwealth Development Office through the preservation and renewal of our current framework agreements as well as through the pre-qualification on and participation within new frameworks globally. Our new shareholder relationship with our sister company Pilgrims Risk Management Group has the potential to leverage some new market position in Europe and North America which is very exciting. |
All in all, we are looking towards a very productive and transitional period for the Company whilst maintaining the dexterity to manage off the vagaries of a market which can always spring surprises. |
GOING CONCERN |
The directors believe that the Company is well placed to manage its business risks successfully. The financial statements, set out on pages 9 to 16, detail the liquidity position of the Company. |
After making necessary enquiries, the directors have a reasonable expectation that the Company can continue in existence for the foreseeable future and at least twelve months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the annual report and financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 July 2023 to the date of this report. |
Other changes in directors holding office are as follows: |
EMPLOYEES |
The Company has 11 employees (14 employees, June 2022) and a wide supporting group of individual ad hoc contractors. It has a wide range of policies relating to employees that support hire and retention; these include creating the right working environment and offering attractive reward mechanisms and opportunities for personal development. The Company is committed to promoting policies to ensure that those who are employed are treated equally regardless of status, sex, age, colour, race or ethnic origin. |
The Company is committed to ensuring that people with disabilities are supported and encouraged to apply for employment and to achieve progress. They will be treated so that they have an equal opportunity, so far as is justifiable, to be selected, trained and promoted. Every reasonable effort will be made to enable disabled persons to be retained in the employment by investigating the possibility of making reasonable adjustments to the job. |
The Company is committed to maintaining the highest level of compliance with Health and Safety standards at all times and regards the safety of its employees, subcontractors, clients, customers and visitors as a key priority. The Company maintains a Health and Safety Policy that is communicated throughout the organisation. |
ISSEE Limited (Registered number: 03943026) |
Report of the Directors |
for the Period 1 July 2023 to 30 November 2023 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company's auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all the relevant audit information and to establish that the company's auditor is aware of that information. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
ISSEE Limited |
Opinion |
We have audited the financial statements of ISSEE Limited (the 'company') for the period ended 30 November 2023 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and 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 company's affairs as at 30 November 2023 and of its loss for the period then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
ISSEE Limited |
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 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, 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; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the 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. |
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: |
We reviewed the industry in which the company operates and gained an understanding of the appropriate legal and regulatory framework. We considered the risk of any acts by the company that were contrary to these laws, including fraud, by designing and performing our audit procedures appropriately, discussing with the company and obtaining sufficient evidence to form our opinion. The risk of not detecting a material misstatement resulting from fraud is greater than the risk of not detecting one due to error, as fraud may involve collusion, forgery, or intentional misrepresentations. |
We focussed on any laws and regulations which could give rise to a material misstatement in the financial statements, to include, but not limited to UK tax legislation and the Companies Act. Our audit procedures included enquires of management and obtaining underlying supporting documentation to agree the disclosures within the financial statements. |
We did not identify any key audit matters relating to irregularities, including fraud during the course of our audit. In accordance with our standard practice we also addressed the risk of management override of internal controls using our audit procedures and by evaluating the risk of material misstatement due to fraud from a bias by the directors. |
No instances of material non-compliance were identified. However, 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. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. 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. |
Report of the Independent Auditors to the Members of |
ISSEE Limited |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
75 Springfield Road |
Chelmsford |
Essex |
CM2 6JB |
ISSEE Limited (Registered number: 03943026) |
Income Statement |
for the Period 1 July 2023 to 30 November 2023 |
Period |
1.7.23 |
Year Ended | to |
30.6.23 | 30.11.23 |
£ | Notes | £ |
TURNOVER |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
OPERATING (LOSS)/PROFIT | 4 | ( |
) |
Interest payable and similar expenses |
(LOSS)/PROFIT BEFORE TAXATION | ( |
) |
Tax on (loss)/profit |
(LOSS)/PROFIT FOR THE FINANCIAL PERIOD |
( |
) |
ISSEE Limited (Registered number: 03943026) |
Balance Sheet |
30 November 2023 |
30.6.23 | 30.11.23 |
£ | £ | Notes | £ | £ |
FIXED ASSETS |
Tangible assets | 5 |
CURRENT ASSETS |
Stocks |
Debtors | 6 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 7 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
8 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital |
Share premium |
( |
) | Retained earnings | ( |
) |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
ISSEE Limited (Registered number: 03943026) |
Statement of Changes in Equity |
for the Period 1 July 2023 to 30 November 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1 July 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | - |
Balance at 30 June 2023 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 30 November 2023 | ( |
) |
ISSEE Limited (Registered number: 03943026) |
Notes to the Financial Statements |
for the Period 1 July 2023 to 30 November 2023 |
1. | STATUTORY INFORMATION |
ISSEE Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
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. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Tangible fixed assets |
Land and buildings | - |
Plant and machinery etc | - |
Online training is depreciated over 24 months on cost. |
Computer equipment is depreciated over 24 months on cost. |
Training equipment is depreciated over 48 months on cost. |
Stocks |
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the 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 period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
ISSEE Limited (Registered number: 03943026) |
Notes to the Financial Statements - continued |
for the Period 1 July 2023 to 30 November 2023 |
2. | ACCOUNTING POLICIES - continued |
Foreign currencies |
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. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the period was |
4. | OPERATING (LOSS)/PROFIT |
The operating loss (2023 - operating profit) is stated after charging: |
Period |
1.7.23 |
to | Year Ended |
30.11.23 | 30.6.23 |
£ | £ |
Depreciation - owned assets |
ISSEE Limited (Registered number: 03943026) |
Notes to the Financial Statements - continued |
for the Period 1 July 2023 to 30 November 2023 |
5. | TANGIBLE FIXED ASSETS |
Plant and |
Land and | machinery |
Totals | buildings | etc |
£ | £ | £ |
COST |
At 1 July 2023 |
Additions |
At 30 November 2023 |
DEPRECIATION |
At 1 July 2023 |
Charge for period |
At 30 November 2023 |
NET BOOK VALUE |
At 30 November 2023 |
At 30 June 2023 |
6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
30.11.23 | 30.6.23 |
£ | £ |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
30.11.23 | 30.6.23 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Taxation and social security |
Other creditors |
8. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
30.11.23 | 30.6.23 |
£ | £ |
Other creditors |
ISSEE Limited (Registered number: 03943026) |
Notes to the Financial Statements - continued |
for the Period 1 July 2023 to 30 November 2023 |
9. | GOING CONCERN |
The directors have identified a need to change the business operating model to ensure that the timing and extent of costs of the business are more closely aligned to the timing and extent of the income of the business; replacing fixed costs with variable costs wherever possible. |
The directors are confident that such a model helps to mitigate any potential risk to the going concern status of the business. |
The Directors of PRMG Holdings Limited and Dermot Joyce, together the ultimate shareholders of ISSEE Limited, have given a signed declaration to the Company that they will ensure sufficient financial support for a period of at least twelve months from the date of the signed audit report, to enable the Company to meet all its financial obligations to its creditors |
10. | ULTIMATE CONTROLLING PARTY |
The controlling party is Sanmarton (Holdings) Limited. |
The ultimate controlling party is |