Company registration number 09317834 (England and Wales)
INFUSE SECURITY LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
INFUSE SECURITY LIMITED
CONTENTS
Page
Balance sheet
4
Notes to the financial statements
5 - 9
INFUSE SECURITY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF INFUSE SECURITY LIMITED
- 1 -
Opinion
We have audited the financial statements of Infuse Security Limited (the 'company') for the year ended 31 March 2024 which comprise , the balance sheet 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:
give a true and fair view of the state of the company's affairs as at 31 March 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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.
We draw attention to Note 1.2 to the financial statements which explains that the directors' intend to hold the entity as dormant therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 1.2. Our opinion is not modified in respect of this matter.
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:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
INFUSE SECURITY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF INFUSE SECURITY LIMITED (CONTINUED)
- 2 -
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 directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of 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 in preparing the directors' report and from the requirement to prepare a strategic report.
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.
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with management and directors, and from our knowledge and experiences of the sector;
we focussed on specific laws and regulations which we considered may have a direct material effect on the
financial statements or the operations of the company, including Companies Act 2006, data protection,
environmental permitting law, employment and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management;
identified laws and regulations were communicated within the audit team regularly and the team remained
alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations
INFUSE SECURITY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF INFUSE SECURITY LIMITED (CONTINUED)
- 3 -
To address the risks of fraud through management bias and override controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in
note 2 were indicative of potential bias; and
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
reading the minutes of meetings of those charged with governance;
enquiring of management as to actual and potential litigation and claims.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the trustees’ and other management.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
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.
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.
Daniel Sowden
Senior Statutory Auditor
For and on behalf of BHP LLP
26 November 2024
Chartered Accountants
Statutory Auditor
Rievaulx House
1 St Mary's Court
Blossom Street
York
North Yorkshire
YO24 1AH
INFUSE SECURITY LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 4 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
5
1,308
Tangible assets
6
51
1,359
Current assets
Debtors
7
1
1
Net current assets
1
1
Net assets
1
1,360
Capital and reserves
Called up share capital
8
1
1
Profit and loss reserves
1,359
Total equity
1
1,360
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 22 November 2024 and are signed on its behalf by:
Mr J Bagley
Director
Company registration number 09317834 (England and Wales)
INFUSE SECURITY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 5 -
1
Accounting policies
Company information
Infuse Security Limited is a private company limited by shares incorporated in England and Wales. The registered office is Prospect House, 1 Prospect Place, Pride Park, Derby, United Kingdom, DE24 8HG.
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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.
The Directors remain confident that the company is well placed to mitigate any additional risks arising. The
Directors believe that additional funding available to the company are sufficient to provide additional levels of
risk mitigation such that the Directors are confident that current economic conditions will not adversely affect
the on-going viability of the company.
1.2
Going concern
The company has ceased trading and will remain dormant going forward. Consequently, the financial statements have not been prepared on a going concern basis. As a result of this change, the company's assets are all classed as current assets.true
1.3
Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Sale of goods
Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on the dispatch of the goods.
Rendering of services
When the outcome of a transaction can be estimated reliably, turnover from IT services is recognised by referenced to the stage of completion at the balance sheet date. Stage of completion is measured by reference to the extent of which the services have been supplied.
1.4
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.
INFUSE SECURITY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 6 -
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
1.5
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:
Plant and equipment
straight line over 7 years
The loss on disposal 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.
1.6
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.
1.7
Financial instruments
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.
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in
profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are
attributable to the hedged risk.
1.8
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
INFUSE SECURITY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
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.
3
Critical accounting estimates
The following judgments, estimates and assumptions affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenditure during the year. However, the nature of estimation means that the actual outcomes could differ from those estimates. The following judgments have had the most significant effect on amounts recognised in the financial statements:
Depreciation and Amortisation
Tangible and Intangible Fixed assets are depreciated over their useful life. The useful life is based on the management’s estimate of the period that the assets will generate revenue and will be reviewed annually for continued appropriateness. The carrying values will be tested for impairment when there is an indication that the value of an asset might be impaired. When carrying out an impairment test this would be based on future cash flows forecasts and these forecasts would be based on management judgement. No such indication of impairment has been noted.
Provisions
Provisions are made for holiday pay and future dilapidation costs on the expiry of lease agreements. These provisions are based on management judgement using all the information available and are updated regularly when circumstances change.
Stocks and amounts recoverable on contracts
Stock and amounts recoverable on contracts are stated at cost plus profit to date less provision for foreseeable losses and net of amounts billed on account.
4
Employees
There were no staff directly employed by the company during the year or in the prior year.
2024
2023
Number
Number
Total
INFUSE SECURITY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
5
Intangible fixed assets
Other
£
Cost
At 1 April 2023
2,940
Disposals
(2,940)
At 31 March 2024
Amortisation and impairment
At 1 April 2023
1,632
Disposals
(1,632)
At 31 March 2024
Carrying amount
At 31 March 2024
At 31 March 2023
1,308
6
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 April 2023
806
Disposals
(806)
At 31 March 2024
Depreciation and impairment
At 1 April 2023
755
Eliminated in respect of disposals
(755)
At 31 March 2024
Carrying amount
At 31 March 2024
At 31 March 2023
51
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
1
1
INFUSE SECURITY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 9 -
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1 each
1
1
1
1
9
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
We draw attention to Note 1.2 to the financial statements which explains that the directors' intend to hold the entity as dormant therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in Note 1.2. Our opinion is not modified in respect of this matter.
Senior Statutory Auditor:
Daniel Sowden
Statutory Auditor:
BHP LLP
Date of audit report:
26 November 2024
10
Parent company
Infuse Technology Limited is the parent company of Infuse Security Limited. The ultimate parent company of Infuse Security Limited is SHH101 LLP, a limited liability partnership incorporated in England and Wales. SHH101 LLP prepares group consolidated accounts, which includes the entity's financial statements. A copy of the consolidated statements are available from the registered office of Prospect House, 1 Prospect Place, Derby, DE24 8HG.