Company registration number 11642763 (England and Wales)
CTI HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024
CTI HOLDINGS LIMITED
COMPANY INFORMATION
Directors
M A Ahmad
(Appointed 2 May 2023)
C P Woodward
(Appointed 2 May 2024)
Company number
11642763
Registered office
Express Networks 2
3 George Leigh Street
Manchester
M4 5DL
Auditor
Sumer Auditco Limited
The Beehive
City Place
Gatwick
RH6 0PA
CTI HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 18
CTI HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 1 -

The directors present the strategic report for the year ended 29 February 2024.

Review of the business

The company is an intermediate holding company, holding shares in its trading subsidiaries, as detailed in note 10.

 

During the year, balances owed to/ from fellow group companies have been considered and management decided to process formal debt waiver and releases. These have been considered exceptional for 2024 on the basis they are one off in nature and given the significance of the balances affected. Further details are provide din note 3.

 

At the year end, the company has significant net assets of £3.4m (2023: £1.2m), which illustrates the financial strength of the company.

Principal risks and uncertainties

As an intermediate non-trading holding company, the principal risk and uncertainty relates to liquidity risk which is described in more detail below.

The directors review and agree policies for managing risks. These policies have remained unchanged from previous years.

Liquidity risk

The company seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

Key performance indicators

The company reviews and monitors its performance against a number of key performance indicators both financial and non-financial.

As an intermediate parent company, the key performance indicators for this company include dividends received from trading subsidiaries, carrying value of investments in subsidiary companies and net assets.

2024         2023

Dividends from subsidiaries         £ Nil          £ Nil

Cost of investment in subsidiaries         £7.4m          £7.4m

Net assets                 £3.4m          £1.2m

 

No intra-group dividends have been voted to the company from trading subsidiaries in the year.

The principal key performance indicators monitored for the respective trading subsidiaries include revenue growth, improvement of profit margins, management of cash flows and maintaining customer service levels. These are reviewed by the management team and reported to the Board on a monthly basis. No impairment has been deemed necessary in respect of the carrying value of investments in subsidiaries, which is stated at historical cost.

The company continues to maintain significant net assets, which the directors believes places the company in a strong financial position and enables further acquisitions to be achieved as future opportunities arise.

The Directors have, and will continue, to monitor all of the KPIs and daily operating controls and maintain a strong focus on increasing performance in all aspects of the business.

 

CTI HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 2 -

On behalf of the board

M A Ahmad
Director
24 July 2024
CTI HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 3 -

The directors present their annual report and financial statements for the year ended 29 February 2024.

Principal activities

The principal activity of the company continued to be that of an intermediate non-trading holding company.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

N Rhind
(Resigned 2 May 2024)
M Stapleton
(Resigned 9 April 2023)
D M Beswick
(Resigned 31 March 2024)
T P Edwards
(Resigned 29 September 2023)
S Gale
(Resigned 24 June 2024)
R Steckles
(Resigned 24 June 2024)
M J Ashworth
(Resigned 24 June 2024)
T W Ashworth
(Resigned 24 June 2024)
A S Diver
(Resigned 4 August 2023)
M A Carter
(Resigned 5 March 2024)
M A Ahmad
(Appointed 2 May 2023)
C P Woodward
(Appointed 2 May 2024)
Future developments

The company will continue as a non-trading, intermediate holding company, with its main asset being the shares held in trading subsidiaries.

 

The directors will continue to monitor sales growth, profit margins, cash flow in the forthcoming year in respect of all trading subsidiaries, to maximise the carrying value of the trading subsidiaries.  The wider group's growth strategy is based around strong customer partnerships and continued utilisation of experienced staff across all service offerings and industries.

Auditor

Sumer Auditco Limited were appointed as auditor to the company and is deemed to be reappointed under section 487(2) of the Companies Act 2006.

CTI HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 4 -
Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the 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:

 

 

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 of disclosure to auditor

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 relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
M A Ahmad
Director
24 July 2024
CTI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CTI HOLDINGS LIMITED
- 5 -
Opinion

We have audited the financial statements of CTI Holdings Limited (the 'company') for the year ended 29 February 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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:

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

CTI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CTI HOLDINGS LIMITED (CONTINUED)
- 6 -
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:

Responsibilities of directors

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

Auditor's responsibilities for the audit of the financial statements

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

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.

 

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

 

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

 

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the company's license to operate. We identified the following areas as those most likely to have such an effect: laws related to health and safety, employment law and data protection.

CTI HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CTI HOLDINGS LIMITED (CONTINUED)
- 7 -

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Caroline Snape
Senior Statutory Auditor
For and on behalf of Sumer Auditco Limited
24 July 2024
Statutory Auditor
The Beehive
City Place
Gatwick
RH6 0PA
CTI HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 8 -
2024
2023
Notes
£
£
Administrative expenses
(21,688)
(30,213)
Exceptional item
3
2,208,588
-
0
Operating profit/(loss)
4
2,186,900
(30,213)
Amounts written off investments
6
-
(2,376,927)
Profit/(loss) before taxation
2,186,900
(2,407,140)
Tax on profit/(loss)
7
-
0
-
0
Profit/(loss) for the financial year
2,186,900
(2,407,140)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

CTI HOLDINGS LIMITED
BALANCE SHEET
AS AT 29 FEBRUARY 2024
29 February 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
9
7,430,964
7,430,964
Current assets
Debtors
11
66,737
83,502
Creditors: amounts falling due within one year
12
(4,131,223)
(6,334,888)
Net current liabilities
(4,064,486)
(6,251,386)
Net assets
3,366,478
1,179,578
Capital and reserves
Called up share capital
13
21,396
21,396
Share premium account
2,271,672
2,271,672
Other reserves
1,273,401
1,273,401
Profit and loss reserves
(199,991)
(2,386,891)
Total equity
3,366,478
1,179,578

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 24 July 2024 and are signed on its behalf by:
M A Ahmad
Director
Company registration number 11642763 (England and Wales)
CTI HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 10 -
Share capital
Share premium account
Capital contribution
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 March 2022
21,396
2,271,672
1,273,401
20,249
3,586,718
Year ended 28 February 2023:
Loss and total comprehensive income
-
-
-
(2,407,140)
(2,407,140)
Balance at 28 February 2023
21,396
2,271,672
1,273,401
(2,386,891)
1,179,578
Year ended 29 February 2024:
Profit and total comprehensive income
-
-
-
2,186,900
2,186,900
Balance at 29 February 2024
21,396
2,271,672
1,273,401
(199,991)
3,366,478
CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 11 -
1
Accounting policies
Company information

CTI Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is Express Networks 2, 3 George Leigh Street, Manchester, M4 5DL.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

CTI Holdings Limited is a wholly owned subsidiary of Project Airscope Bidco Limited and the results of CTI Holdings Limited are included in the consolidated financial statements of Project Airscope Bidco Limited. These consolidated financial statements are available upon request from the group's registered office: Express Networks 2, 3 George Leigh Street, Manchester, M4 5DL.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. This is based on continued financial support from group companies.

 

During the year, significant group debts owed by the company were formally waived, evidencing the continued financial support provided.

 

Furthermore, at the balance sheet date, creditors: amounts falling due within one year, include £3,888,315 (2023: £6,047,481) owed to group companies. Although technically this group debt is payable on demand, repayment will not be sought until cash flow permits.

 

 

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 12 -
1.3
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.4
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.5
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 13 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.6
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.7
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
1
Accounting policies
(Continued)
- 14 -

The company has issued share options to certain directors and employees. These must be measured at fair value and recognised as an expense in the profit and loss with a corresponding increase in equity. The fair value of the options was estimated at the date of grant using the option-pricing model. The fair value will be charged as an expense in the profit and loss account over the vesting period. The charge is adjusted each year to reflect the expected and actual level of vesting.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Carrying value of investments

Investments in subsidiary undertakings is stated at historical cost which includes consideration paid, associated acquisition professional fees and deferred consideration (if applicable).

 

Annual impairment reviews are undertaken by the board considering both current and future profitability linked to the EBITDA multiple established on acquisition.

 

Impairments indicators may include a reduction in turnover or profitability.

 

At the balance sheet date, investments in subsidiary undertakings totalled £7,430,964 (2023: £7,430,964) and no impairment had been recognised in the year (2023: £2,376,927).

 

Refer to Note 9 for further details of the investments held in subsidiaries.

3
Exceptional item
2024
2023
£
£
Income
Group debt formally waived
2,208,588
-

During the year, the company has formally released waived group debts. This is considered exceptional given the significant balances involved and the one off nature.

4
Operating profit/(loss)
2024
2023
Operating profit/(loss) for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
4,000
3,500
CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 15 -
5
Employees

The average monthly number of persons employed by the company during the year was:

2024
2023
Number
Number
Total
-
0
-
0
6
Amounts written off investments
2024
2023
£
£
Other gains and losses
-
(2,376,927)

On 1 July 2022, the company acquired an additional trading subsidiary, Silverchip Limited. This company is a Northwest based application development company, which further strengthens the service offering of the wider group. Unfortunately the loss of Silverchip Limited's main customer, resulted in a significant drop in post acquisition performance which resulted in the decision to recognise a significant impairment of £2.4m in the prior year.

 

Despite this the skills and experience of staff gained by this acquisition remain within the wider group, which will benefit future opportunities.

7
Taxation

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit/(loss) before taxation
2,186,900
(2,407,140)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
546,725
(457,357)
Tax effect of expenses that are not deductible in determining taxable profit
-
0
453,992
Tax effect of income not taxable in determining taxable profit
(552,147)
-
0
Group relief
5,422
3,365
Taxation charge for the year
-
-

Deferred tax has been recognised at a rate of 25%. In October 2022, the government announced an increase in the corporation tax main rate from 19% to 25% for companies with profit over £250,000. There is a small company rate of 19% for taxable profits under £50,000 and marginal relief available for profits falling between £50,000 - £250,000 with effect from 1 April 2023.

CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 16 -
8
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2024
2023
Notes
£
£
In respect of:
Fixed asset investments
9
-
2,376,927
Recognised in:
Amounts written off investments
-
2,376,927

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

9
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
10
7,430,964
7,430,964
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 March 2023 & 29 February 2024
9,807,891
Impairment
At 1 March 2023 & 29 February 2024
2,376,927
Carrying amount
At 29 February 2024
7,430,964
At 28 February 2023
7,430,964

In the prior year, a significant impairment of £2,376,927 has been recognised in respect of a subsidiary. This was based on a significant drop in post acquisition performance, principally driven by the loss of the subsidiary's main customer.

CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 17 -
10
Subsidiaries

Details of the company's subsidiaries at 29 February 2024 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
CTI Digital Limited
1
Digital agency
Ordinary
100.00
-
Nublue Limited
1
Website design services
Ordinary
100.00
0
Mosquito Digital Limited
1
Digital agency
Ordinary
100.00
0
Stardotstar Limited
1
Dormant
Ordinary
100.00
0
CTI Investments Limited
1
Dormant
Ordinary
100.00
0
IXIS IT Limited
1
Digital agency
Ordinary
100.00
0
Worship Digital Limited
1
Digital agency
Ordinary
100.00
0
Silverchip Limited
1
Digital agency
Ordinary
100.00
0

Registered office addresses (all UK unless otherwise indicated):

1
Express Networks 2, 3 George Leigh Street, Manchester, M4 5DL
11
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
-
0
3,336
Prepayments and accrued income
13,429
13,429
13,429
16,765
2024
2023
Amounts falling due after more than one year:
£
£
Prepayments and accrued income
53,308
66,737
Total debtors
66,737
83,502
12
Creditors: amounts falling due within one year
2024
2023
£
£
Amounts owed to group undertakings
3,888,315
6,047,481
Other creditors
223,326
268,326
Accruals and deferred income
19,582
19,081
4,131,223
6,334,888
CTI HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 29 FEBRUARY 2024
- 18 -
13
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of 1p each
2,139,567
2,139,567
21,395.67
21,395.67
14
Related party transactions

The company has taken advantage of the exemption provided in Financial Reporting Standard 102 Section 33 from disclosing related party transactions with group companies.

15
Ultimate controlling party

The ultimate parent company is Project Airscope Bidco Limited, a company registered in England and Wales.

 

CTI Holdings Limited is consolidated into the Project Airscope Bidco Limited group's financial statements. Copies of these consolidated accounts can be obtained from the group's registered office upon request, Express Networks 2, 3 George Leigh Street, Manchester, M4 5DL.

2024-02-292023-03-01falseCCH SoftwareCCH Accounts Production 2024.210N RhindM StapletonD M BeswickT P EdwardsS GaleR StecklesM J AshworthT W AshworthA S DiverM A CarterM A AhmadC P Woodwardfalsefalse116427632023-03-012024-02-2911642763bus:Director112023-03-012024-02-2911642763bus:Director122023-03-012024-02-2911642763bus:Director12023-03-012024-02-2911642763bus:Director22023-03-012024-02-2911642763bus:Director32023-03-012024-02-2911642763bus:Director42023-03-012024-02-2911642763bus:Director52023-03-012024-02-2911642763bus:Director62023-03-012024-02-2911642763bus:Director72023-03-012024-02-2911642763bus:Director82023-03-012024-02-2911642763bus:Director92023-03-012024-02-2911642763bus:Director102023-03-012024-02-2911642763bus:RegisteredOffice2023-03-012024-02-29116427632024-02-29116427632022-03-012023-02-2811642763core:Exceptional12023-03-012024-02-2911642763core:Exceptional12022-03-012023-02-2811642763core:RetainedEarningsAccumulatedLosses2022-03-012023-02-2811642763core:RetainedEarningsAccumulatedLosses2023-03-012024-02-29116427632023-02-2811642763core:CurrentFinancialInstrumentscore:WithinOneYear2024-02-2911642763core:CurrentFinancialInstrumentscore:WithinOneYear2023-02-2811642763core:CurrentFinancialInstruments2024-02-2911642763core:CurrentFinancialInstruments2023-02-2811642763core:ShareCapital2024-02-2911642763core:ShareCapital2023-02-2811642763core:SharePremium2024-02-2911642763core:SharePremium2023-02-2811642763core:OtherMiscellaneousReserve2024-02-2911642763core:OtherMiscellaneousReserve2023-02-2811642763core:RetainedEarningsAccumulatedLosses2024-02-2911642763core:RetainedEarningsAccumulatedLosses2023-02-2811642763core:ShareCapital2022-02-2811642763core:SharePremium2022-02-2811642763core:RetainedEarningsAccumulatedLosses2022-02-2811642763core:UKTax2023-03-012024-02-2911642763core:UKTax2022-03-012023-02-2811642763core:Non-currentFinancialInstruments2024-02-2911642763core:Non-currentFinancialInstruments2023-02-2811642763bus:PrivateLimitedCompanyLtd2023-03-012024-02-2911642763bus:FRS1022023-03-012024-02-2911642763bus:Audited2023-03-012024-02-2911642763bus:FullAccounts2023-03-012024-02-29xbrli:purexbrli:sharesiso4217:GBP