Company registration number 10904645 (England and Wales)
COMPARISON TECHNOLOGIES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2023
COMPARISON TECHNOLOGIES LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Notes to the financial statements
13 - 25
COMPARISON TECHNOLOGIES LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 AUGUST 2023
- 1 -

The directors present the strategic report for the period ended 31 August 2023.

Review of the business

The results for the year continue to show the difficulties that the business found itself in during 2023, however as outlined in the post balance sheet note in the March 2022 accounts, the business has been placed on a secure footing post the Management Buy Out.

 

The directors believe that the group with a renewed focus on Telecoms switching will be in a stronger position in future trading periods.

 

Business model

During the year Comparison Technologies Limited ("CTL") was primarily the centralised trading entity of the group, holding various central costs, leases, staff as examples.


These costs are charged out to the group's main trading entity, UK Web Media Limited. This structure will allow the business to expand in the future with new trading entities being owned by CTL, without replicating some of the central costs.

 

The current main business of CTL is Home Digital supplier price comparisons and customer switching services. This service enables customers to compare the digital division and broadband prices of the main suppliers.

COMPARISON TECHNOLOGIES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 2 -
Principal risks and uncertainties

CTL relies on UKWM to provide the funding to cover its costs. As such CTL is exposed to the risks and opportunities of UKWM.


UKWM has two main risks:

 

UKWM has various opportunities

 

 

Financial position

 

During the year the financial position has been impacted by the management buy out and the subsequent waived loans. The financial position is in line with the directors' expectations. The Profit before tax was £28.0m in 2023 (2022: Loss £19.7m).

 

Principal risks and uncertainties

 

The directors consider the following to be the principal risks and uncertainties impacting the company:

 

Liquidity risk

The company continues to manage its cash flows and the company held cash of £64,099 at 31 August 2023 (2022 - £107,804). Funds are pooled with other members of the group headed by Project Connect Topco Limited at the year end and cash flow is monitored by the directors on a regular basis.

 

Price risk

Customer acquisition prices are sustainable as they are based on contracts and long term relationships: so this risk is low.

 

Credit risk

At any point the Company has a substantial debtor and accrual position on its balance sheet, the suppliers that this relates to are large UK companies and so the directors view the risk of a default in these as relatively low.

 

Going Concern

The directors have adopted the going concern basis in preparing these financial statements.

 

The Company is a management service and holding entity and as such the going concern is dependant on the Group, including the subsidiary company UK Web Media Limited. Therefore the going concern assessment was performed as part of the Group's assessment.

 

The directors based on detailed financial projections, are of the opinion that the Group has adequate working capital to continue as a going concern for a period of at least 12 months from the approval of these financial statements. The cashflow projections have been subjected to sensitivity analysis at the revenue and cost levels.

 

The Company is part of a wider group finance arrangement (asset financing). This agreement was renewed for a minimum term of 12 months from the date of 08.10.2024 with 3 months notice needed thereafter. However, current cashflow projections indicate that funding from the facility will not be needed post December 2024.

 

Current trading of the group is strong and the directors have confidence in contracts with key partners and with market demand. The group also has new business opportunities and products in the pipeline which also contribute to the confidence in the going concern of the group.

COMPARISON TECHNOLOGIES LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 3 -

On behalf of the board

Mr P F Callander
Director
18 November 2024
COMPARISON TECHNOLOGIES LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 AUGUST 2023
- 4 -

The directors present their annual report and financial statements for the period ended 31 August 2023.

Principal activities

The principal activity of the company continued to be the provision of telecoms marketing services and investment holding.

Results and dividends

The profit for the year, after taxation, amounted to £27,717,097 (2022: loss of £19,606,928).

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

Directors

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

Mr P F Callander
Mr M N Holmes
(Appointed 14 July 2023)
Mr M J White
(Appointed 14 July 2023)
Mr J P Harwood
Ms J L Harris
(Resigned 14 July 2023)
Mr D K Rigby
(Resigned 14 July 2023)
Financial risk management

The directors monitor the below principal risks of the company carefully through a framework of procedures and internal controls.

Financial instruments

The directors have chosen, in accordance with section 414C(11) of the Companies Act 2006, to set out in the Strategic Report information related to financial instrument risks. The directors consider these to be principal risks and uncertainties for the company.

Research and development

The company undertook research and development activities during the year to further invest in the product function to enable further technological developments to the platform.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

 

Employee involvement

The company's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the company's performance.

 

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

 

COMPARISON TECHNOLOGIES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 5 -
Future developments

The company and its subsidiairies intend to continue to sucessfully provide telecoms services to key suppliers and partners. Our future plans include expanding geographically within the same sectors.

Auditor

Azets Audit Services were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

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.

On behalf of the board
Mr P F Callander
Director
18 November 2024
COMPARISON TECHNOLOGIES LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 AUGUST 2023
- 6 -

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.

COMPARISON TECHNOLOGIES LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF COMPARISON TECHNOLOGIES LIMITED
- 7 -
Opinion

We have audited the financial statements of Comparison Technologies Limited (the 'company') for the period ended 31 August 2023 which comprise the statement of comprehensive income, the statement of financial position, 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:

COMPARISON TECHNOLOGIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF COMPARISON TECHNOLOGIES LIMITED
- 8 -
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.

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.

COMPARISON TECHNOLOGIES LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF COMPARISON TECHNOLOGIES LIMITED
- 9 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Christiaan de Lange
Senior Statutory Auditor
For and on behalf of Azets Audit Services
18 November 2024
Chartered Accountants
Statutory Auditor
5th Floor
Ashford Commercial Quarter
1 Dover Place
Ashford
Kent
United Kingdom
TN23 1FB
COMPARISON TECHNOLOGIES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 AUGUST 2023
- 10 -
Period
Year
ended
ended
31 August
31 March
2023
2022
Notes
£
£
Turnover
3
4,452,989
3,092,639
Administrative expenses
(6,583,178)
(20,928,955)
Loans waived
4
32,597,533
-
0
Operating profit/(loss)
5
30,467,344
(17,836,316)
Interest payable and similar expenses
7
(2,440,761)
(1,858,774)
Profit/(loss) before taxation
28,026,583
(19,695,090)
Tax on profit/(loss)
8
(309,486)
88,162
Profit/(loss) for the financial period
27,717,097
(19,606,928)

The income statement has been prepared on the basis that all operations are continuing operations.

 

There was no other comprehensive income for 2023 (2022 - £nil).

COMPARISON TECHNOLOGIES LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2023
31 August 2023
- 11 -
31 August 2023
31 March 2022
Notes
£
£
£
£
Fixed assets
Intangible assets
9
16,531
75,086
Tangible assets
10
34,147
327,189
Investments
11
19,409,681
19,409,681
19,460,359
19,811,956
Current assets
Debtors
13
4,292,468
1,788,734
Cash at bank and in hand
64,099
107,804
4,356,567
1,896,538
Creditors: amounts falling due within one year
14
(16,429,087)
(41,889,456)
Net current liabilities
(12,072,520)
(39,992,918)
Total assets less current liabilities
7,387,839
(20,180,962)
Provisions for liabilities
Provisions
16
-
0
148,296
-
(148,296)
Net assets/(liabilities)
7,387,839
(20,329,258)
Capital and reserves
Called up share capital
18
1
1
Profit and loss reserves
7,387,838
(20,329,259)
Total equity
7,387,839
(20,329,258)
The financial statements were approved by the board of directors and authorised for issue on 18 November 2024 and are signed on its behalf by:
Mr P F Callander
Director
Company Registration No. 10904645
COMPARISON TECHNOLOGIES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2023
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2021
1
(722,331)
(722,330)
Year ended 31 March 2022:
Loss and total comprehensive income for the year
-
(19,606,928)
(19,606,928)
Balance at 31 March 2022
1
(20,329,259)
(20,329,258)
Period ended 31 August 2023:
Profit and total comprehensive income for the period
-
27,717,097
27,717,097
Balance at 31 August 2023
1
7,387,838
7,387,839
COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2023
- 13 -
1
Accounting policies
Company information

Comparison Technologies Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 London Road, Southampton, Hampshire, SO15 2AE.

1.1
Reporting period

These financial statements have been prepared to the 17 month period ended 31 August 2023, in line with other group companies under common control. In the prior year, the financial statements were prepared to the year ended 31 March 2022 and therefore amounts presented in these financial statements (including the related notes) are not entirely comparable.

1.2
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 unless otherwise specified within these accounting policies. The principal accounting policies adopted are set out below.

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.

 

Comparison Technologies Limited is a wholly owned subsidiary of Project Connect Topco Limited and the results of Comparison Technologies Limited are included in the consolidated financial statements of Project Connect Topco Limited which are available from its registered office, 1 London Road, Southampton, Hampshire, England, SO15 2AE.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where it prepares publicly available consolidated financial statements 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:

 

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 14 -
1.3
Going concern

The directors have adopted the going concern basis in preparing these financial statements. true

 

The Company is a management service and holding entity and as such the going concern is dependant on the Group, including the subsidiary company UK Web Media Limited. Therefore the going concern assessment was performed as part of the Group's assessment.

 

The directors based on detailed financial projections, are of the opinion that the Group has adequate working capital to continue as a going concern for a period of at least 12 months from the approval of these financial statements. The cashflow projections have been subjected to sensitivity analysis at the revenue and cost levels.

 

The Company is part of a wider group finance arrangement (asset financing). This agreement was renewed for a minimum term of 12 months from the date of 08.10.2024 with 3 months notice needed thereafter. However, current cashflow projections indicate that funding from the facility will not be needed post December 2024.

 

Current trading of the group is strong and the directors have confidence in contracts with key partners and with market demand. The group also has new business opportunities and products in the pipeline which also contribute to the confidence in the going concern of the group.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
25 - 33% straight line basis
COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 15 -

Research & Development Costs

 

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its costs can be reliably measured. The capitalised development costs are subsequently amortised to 'adminstrative expenses' on a straight line basis over their expected useful economic lives. Amortisation begins when the intangible asset is available for use, i.e. when it is in the location and condition necessary for it to be usable in the manner intended by management.

 

The expected useful economic life of development costs are estimated based on business plans which set out the development plan and time to market for the associated project.

 

If it is not possible to distinguish between the research phase and the development phase of an internal project the expenditure is treated as it is were all incurred in the research phase only.

 

Website Development Costs

 

Where the company's websites are expected to generate future revenues in excess of the costs of developing those websites and all other capitalisation criteria are met, expenditure on the functionality of the website is capitalised and treated as an intangible fixed asset. Expenditure incurred on maintaining websites and expenditure incurred on developing websites used only for advertising and promotional purposes are written off as incurred.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
over the term of the lease
Fixtures and fittings
20 - 33% straight line basis

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.8
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.

1.9
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 16 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
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.

1.11
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 statement of financial position 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.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 17 -
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.

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.

Other financial liabilities

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 18 -
1.12
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.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.15
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.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
1
Accounting policies
(Continued)
- 19 -
1.16
Retirement benefits

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 the profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

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.

 

In preparing these financial statements, the directors have had to make the following judgements:

 

3
Turnover

All turnover is derived from the company's principal activity of providing telecomms supplier switching services. All turnover arose in the United Kingdom.

4
Exceptional items
2023
2022
£
£
Expenditure
Restructuring costs
1,112,249
1,601,780
Loans waived
(32,597,533)
-
(31,485,284)
1,601,780

Restructuring costs are redundancies and other costs incurred partly in relation to the subsidiary Fundraising Innovations entering into administration in 2022, and other costs relating to the financial difficulties in 2023.

 

Loans waived represent bank and other debt funding that was released as part of the change in ownership of Comparison Technologies in July 2023.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 20 -
5
Operating profit/(loss)
2023
2022
Operating profit/(loss) for the period is stated after charging:
£
£
Research and development costs
-
13,407
Fees payable to the company's auditor for the audit of the company's financial statements
20,000
12,030
Depreciation of owned tangible fixed assets
151,950
119,800
Loss on disposal of tangible fixed assets
62,301
-
Amortisation of intangible assets
58,555
143,413
6
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2023
2022
Number
Number
Directors
4
4
Non sales staff
35
83
Call centre staff
105
78
Total
144
165

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
3,314,094
2,918,510
Social security costs
461,304
557,658
Pension costs
114,924
137,419
3,890,322
3,613,587
7
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,183,495
788,075
Interest payable to group undertakings
1,257,266
892,217
Other interest on financial liabilities
-
0
178,482
2,440,761
1,858,774
COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 21 -
8
Taxation
2023
2022
£
£
Current tax
Adjustments in respect of prior periods
309,486
(88,162)

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

2023
2022
£
£
Profit/(loss) before taxation
28,026,583
(19,695,090)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
7,006,646
(3,742,067)
Tax effect of expenses that are not deductible in determining taxable profit
52,175
31,211
Tax effect of income not taxable in determining taxable profit
-
0
(5,029)
Unutilised tax losses carried forward
327,963
328,430
Adjustments in respect of prior years
309,486
(88,162)
Effect of change in corporation tax rate
411,201
-
0
Group relief
403,886
547,415
Other permanent differences
-
0
426,299
Impairment of investment
-
0
2,413,741
Loan waivers not taxable
(8,201,871)
-
0
Taxation charge/(credit) for the period
309,486
(88,162)

The company is claiming corporation tax relief for connected company loans waived by use of the connected parties tax exemption. The company is also claiming corporation tax relief for bank loans waived through the Corporate Rescue Exemption (“CRE”). Please see note 4 - Exceptional Items, for details of the loans waived in the period.

 

There are certain conditions that need to be met in order for the CRE to be available. One of the conditions is that immediately before the release of the loan, it is reasonable to assume that, without the release and any arrangements of which the release forms part, there would be a material risk that at some time within the next 12 months the company would be unable to meet its liabilities. The directors have concluded from the evidence available at the point of restructure that the CRE conditions have been met and therefore that the claim can be made. There is a degree of subjectivity around any claim to CRE, therefore there is a small risk that the claim may not be successful.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 22 -
9
Intangible fixed assets
Software
£
Cost
At 1 April 2022 and 31 August 2023
319,020
Amortisation and impairment
At 1 April 2022
243,934
Amortisation charged for the period
58,555
At 31 August 2023
302,489
Carrying amount
At 31 August 2023
16,531
At 31 March 2022
75,086
10
Tangible fixed assets
Leasehold land and buildings
Fixtures and fittings
Total
£
£
£
Cost
At 1 April 2022
321,846
255,048
576,894
Additions
-
0
6,786
6,786
Disposals
(305,506)
(1,879)
(307,385)
Transfers
-
0
(134,480)
(134,480)
At 31 August 2023
16,340
125,475
141,815
Depreciation and impairment
At 1 April 2022
162,079
87,626
249,705
Depreciation charged in the period
91,213
60,737
151,950
Eliminated in respect of disposals
(244,079)
(1,879)
(245,958)
Transfers
-
0
(48,029)
(48,029)
At 31 August 2023
9,213
98,455
107,668
Carrying amount
At 31 August 2023
7,127
27,020
34,147
At 31 March 2022
159,767
167,422
327,189
11
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
12
19,409,681
19,409,681
COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
11
Fixed asset investments
(Continued)
- 23 -

The former subsidiary Fundraising Innovations Limited entered administration on 1 April 2022. Therefore the 31 March 2022 financial statements recognised an impairment charge as a result of the recoverable amount of the investment being lower than the carrying amount at that date. During the period to 31 August 2023 the company disposed of its shares in Fundraising Innovations Limited.

12
Subsidiaries

Details of the company's subsidiaries at 31 August 2023 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
UK Web Media Limited
1
Information technology services
Ordinary
100.00
-
Savebyswitching Global Solutions Private Limited
2
Service company
Ordinary
-
100.00

Registered office addresses:

1
1 London Road, Southampton, Hampshire, England, SO15 2AE
2
Karle Premium, 3rd Floor, 134, Leela Palace Road, 6th Cross, HAL 2nd Stage, Kodihalli, Bangalore 560017, Kamataka, India
13
Debtors
2023
2022
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
4,146,730
91,753
Other debtors
1,246
1,315,052
Prepayments and accrued income
144,492
381,929
4,292,468
1,788,734

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

14
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
15
-
0
21,322,213
Trade creditors
67,836
281,501
Amounts owed to group undertakings
15,183,513
19,713,967
Taxation and social security
774,216
159,857
Other creditors
157,905
51,604
Accruals and deferred income
245,617
360,314
16,429,087
41,889,456

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 24 -
15
Loans and overdrafts
2023
2022
£
£
Bank loans
-
0
21,322,213
Payable within one year
-
0
21,322,213

In the year ended 31 March 2020, the group refinanced its debt and drew down on a bank loan facility of £21,420,000. The loan accrues and pays interest of 3.75% plus LIBOR on a montly basis. As at the period end, the bank loan was released in full as part of the change in ownership during the year (please see note 14).

 

16
Provisions for liabilities
2023
2022
£
£
Contingent consideration
-
0
148,296
Movements on provisions:
Contingent consideration
£
At 1 April 2022
148,296
Reversal of provision
(148,296)
At 31 August 2023
-
0
17
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
114,924
137,419

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

18
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
1
1
1
1
COMPARISON TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2023
- 25 -
19
Financial commitments, guarantees and contingent liabilities

The company has contingent liabilities and assets pledged as security:

 

 

A floating charge covers all the undertaking of the company. There is also a fixed charge covering Unit E, The Fairground. On 1 August 2023 all charges in favour of Inflexion were satisfied in full.

 

 

A floating charge covers all the undertaking of the company. There is also a fixed charge covering all freehold and leasehold property interests; all equipment, plant and machinery; all securities (shares and other investments), insurance interests, intellectual property; monies. On 1 August 2023 all charges in favour of HSBC were satisfied in full.

 

 

20
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
122,725
222,458
Between two and five years
106,969
219,675
229,694
442,133
21
Related party transactions

The company has taken advantage of the exemption available in Section 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertaking of the group.true

22
Ultimate controlling party

During the year, Project Connect Topco Limited purchased the share capital of Comparison Technologies Limited, on the 13 July 2023 for £1, becoming the ultimate parent company of the group.

Up to 13 July 2023 Inflexion Private Equity Partners LLP was deemed to be the ultimate controlling party. After this date the directors consider that there is no longer an ultimate controlling party.

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