Company registration number 06417349 (England and Wales)
METRICELL GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
METRICELL GROUP LIMITED
COMPANY INFORMATION
Directors
Mr L H Alexander
Mrs T L Hines
Dr S Mockford
Mr F J Pareja Pena
Mr P Richardson
Mr T J Staniland
Mr A R Watson
Mr F J Rowsell
Secretary
Dr S Mockford
Company number
06417349
Registered office
The Big Blue
26 Foundry Lane
Horsham
West Sussex
RH13 5PX
Auditor
Sumer Audit
Amelia House
Crescent Road
Worthing
West Sussex
BN11 1RL
METRICELL GROUP LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 24
METRICELL GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 1 -
The directors present the strategic report and audited financial statements for the year ended 31 March 2024.
Review of the business
The results of the group are set out below. Sales for the financial year amounted to £7.3M (22/23 - £6.5M) generating a profit before taxation of £702,044 (22/23 - £545,088). The group has net assets of £5,335,416.
The group has successfully navigated its way through a difficult period of high inflation in the UK, achieving year on year growth in sales of 12.9%. The directors consider the year-end financial position to be successful given the growth and profitability we have achieved against this challenging economic climate.
Principal risks and uncertainties
Management of risk remains critical for the group in delivering growth plans. Risks are regularly reviewed by the Board of Directors and wider management team, and appropriate processes put in place to monitor and mitigate them.
Our ability to continue as a going concern is primarily achieved through having a stable customer base that deliver recurring revenues. Cashflow is predictable, however we nonetheless hold significant cash reserves when compared to working capital requirements. Inflation in the UK has fallen steadily throughout the financial year, thereby reducing pressure on overheads and making it easier to forecast costs.
Contingency plans are in place to manage threats that may be posed from the supplier base. Our supply chain is small, with very little dependence on it to fulfil contracts. We have also introduced further due diligence checks as part of our supplier onboarding process.
The group is of a size whereby directors are able to take a pro-active role in monitoring business relationships with customers, suppliers and other stakeholders. Operational, financial and commercial risks are considered to be well managed with appropriate safeguarding in place to mitigate threats.
Directors' statement of compliance with duty to promote the success of the group
The directors are committed to their responsibilities to promote the success of the group in accordance with section 172 of the Act 2006. Our intention is to behave responsibly and ensure that management operates the business in an appropriate manner, operating with the high standard of business conduct and good governance expected of us.
Development
Customer retention remains high and our key accounts consistently choose to invest further in the technology and services we provide. We benchmark significantly above industry averages for key performance indicators such as Net Promoter Score and Customers Satisfaction. Our continued investment in research and development, particularly in the field of artificial intelligence, has enabled us to diversify both our product portfolio and the industry verticals in which we operate. We are both excited and optimistic that the pipeline of commercial enquiries from strategically focussed markets will deliver further growth over the coming years.
Other performance indicators
Apart from those measures identified above in the business review, the directors are of the opinion that no further inclusion of financial key performance indicators is necessary for an understanding of the development, performance, or position of the company’s business.
Mr T J Staniland
Director
18 November 2024
METRICELL GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
The directors present their annual report and financial statements for the year ended 31 March 2024.
Principal activities
The principal activity of the company continued to be that of a holding company.
The group's trade is that of software development for telecoms and other industry verticals, including transport.
Results and dividends
The results for the year are set out on page 7.
Ordinary dividends were paid amounting to £170,500 (22/23 - £276,357). The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr L H Alexander
Mrs T L Hines
Dr S Mockford
Mr F J Pareja Pena
Mr P Richardson
Mr T J Staniland
Mr A R Watson
Mr F J Rowsell
Auditor
Sumer Audit were appointed as auditor to the group 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 auditor of the company 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 auditor of the company is aware of that information.
Strategic report
The company and group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company and group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial instruments and future developments.
On behalf of the board
Mr T J Staniland
Director
18 November 2024
METRICELL GROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
METRICELL GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF METRICELL GROUP LIMITED
- 4 -
Opinion
We have audited the financial statements of Metricell Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 group's and the parent company's affairs as at 31 March 2024 and of the group's profit 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 group and parent 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 group's and parent 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.
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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
METRICELL GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF METRICELL GROUP LIMITED
- 5 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their 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:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
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 parent 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 parent 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.
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:
Obtaining an understanding of the legal and regulatory framework that the company and group operates in, focusing on those laws and regulations that had a direct effect on the financial statements and operations;
Obtaining an understanding of the company and group’s policies and procedures on fraud risks, including knowledge of any actual, suspected or alleged fraud
Discussing among the engagement team how and where fraud might occur in the financial statements and any potential indicators of fraud through our knowledge and understanding of the company and our sector-specific experience.
As a result of these procedures, we considered the opportunities and incentives that may exist within the company and group for fraud. We are also required to perform specific procedures to respond to the risk of management override. As a result of performing the above, we identified the following areas as those most likely to have an impact on the financial statements: health & safety, employment law and compliance with the UK Companies Act.
METRICELL GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF METRICELL GROUP LIMITED
- 6 -
In addition to the above, our procedures to respond to risks identified included the following:
Making enquiries of management about any known or suspected instances of non-compliance with laws and regulations and fraud;
Reviewing minutes of meetings of the board and senior management;
Challenging assumptions and judgements made by management in their significant accounting estimates; and
Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness.
Due to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.
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.
Kristina Perry FCCA (Senior Statutory Auditor)
For and on behalf of Sumer Audit
20 November 2024
Chartered Accountants
Statutory Auditor
Worthing
Sumer Audit is the trading name of Sumer Auditco Limited
METRICELL GROUP LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
7,297,625
6,462,935
Cost of sales
(2,461,370)
(2,357,019)
Gross profit
4,836,255
4,105,916
Administrative expenses
(4,231,834)
(3,571,715)
Operating profit
4
604,421
534,201
Interest receivable and similar income
8
97,623
10,887
Profit before taxation
702,044
545,088
Tax on profit
9
(98,156)
62,217
Profit for the financial year
603,888
607,305
Profit for the financial year is all attributable to the owners of the parent company.
METRICELL GROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
- 8 -
2024
2023
£
£
Profit for the year
603,888
607,305
Other comprehensive income
-
-
Total comprehensive income for the year
603,888
607,305
Total comprehensive income for the year is all attributable to the owners of the parent company.
METRICELL GROUP LIMITED
GROUP BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
11
122,771
148,462
Tangible assets
12
1,373,142
1,332,599
1,495,913
1,481,061
Current assets
Stocks
15
5,884
5,994
Debtors
16
2,369,226
1,928,442
Cash at bank and in hand
3,364,777
2,749,580
5,739,887
4,684,016
Creditors: amounts falling due within one year
17
(1,900,384)
(1,255,357)
Net current assets
3,839,503
3,428,659
Net assets
5,335,416
4,909,720
Capital and reserves
Called up share capital
19
123
124
Capital redemption reserve
2
1
Profit and loss reserves
5,335,291
4,909,595
Total equity
5,335,416
4,909,720
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:
18 November 2024
Mrs T L Hines
Mr T J Staniland
Director
Director
Company registration number 06417349 (England and Wales)
METRICELL GROUP LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2024
31 March 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
1,000
1,000
Current assets
Debtors
16
293,398
217,080
Net current assets
293,398
217,080
Net assets
294,398
218,080
Capital and reserves
Called up share capital
19
123
124
Capital redemption reserve
2
1
Profit and loss reserves
294,273
217,955
Total equity
294,398
218,080
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £254,510 (2023 - £501,235 profit).
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:
18 November 2024
Mrs T L Hines
Mr T J Staniland
Director
Director
Company registration number 06417349 (England and Wales)
METRICELL GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 11 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2022
125
4,585,570
4,585,695
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
607,305
607,305
Dividends
10
-
-
(276,357)
(276,357)
Own shares acquired
-
-
(6,923)
(6,923)
Redemption of shares
19
(1)
1
-
Balance at 31 March 2023
124
1
4,909,595
4,909,720
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
-
603,888
603,888
Dividends
10
-
-
(170,500)
(170,500)
Own shares acquired
-
-
(7,692)
(7,692)
Redemption of shares
19
(1)
1
-
Balance at 31 March 2024
123
2
5,335,291
5,335,416
METRICELL GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 12 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2022
125
125
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
501,235
501,235
Dividends
10
-
-
(276,357)
(276,357)
Own shares acquired
-
-
(6,923)
(6,923)
Redemption of shares
19
(1)
1
-
Balance at 31 March 2023
124
1
217,955
218,080
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
-
254,510
254,510
Dividends
10
-
-
(170,500)
(170,500)
Own shares acquired
-
-
(7,692)
(7,692)
Redemption of shares
19
(1)
1
-
Balance at 31 March 2024
123
2
294,273
294,398
METRICELL GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024
- 13 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
23
912,434
1,011,113
Income taxes (paid)/refunded
(8,814)
102,375
Net cash inflow from operating activities
903,620
1,113,488
Investing activities
Purchase of intangible assets
(14,158)
(127,569)
Purchase of tangible fixed assets
(194,053)
(295,570)
Proceeds on disposal of tangible fixed assets
357
-
Interest received
97,623
10,887
Net cash used in investing activities
(110,231)
(412,252)
Financing activities
Own shares acquired
(7,692)
(6,924)
Dividends paid to equity shareholders
(170,500)
(276,357)
Net cash used in financing activities
(178,192)
(283,281)
Net increase in cash and cash equivalents
615,197
417,955
Cash and cash equivalents at beginning of year
2,749,580
2,331,625
Cash and cash equivalents at end of year
3,364,777
2,749,580
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 14 -
1
Accounting policies
Company information
Metricell Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is The Big Blue, 26 Foundry Lane, Horsham, West Sussex, RH13 5PX.
The group consists of Metricell Group Limited and all of its subsidiaries.
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 £1.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The 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 for parent company information presented within the consolidated financial statements:
1.2
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company, Metricell Group Limited, together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 March 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
1.3
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. The directors have considered relevant information, including the group’s principal risks and uncertainties and the impact of subsequent events in making their assessment. Based on these assessments and having regard to the resources available to the group, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and financial statements.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 15 -
1.5
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.
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
3 - 7 years straight line p.a.
1.6
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:
Freehold land and buildings
Straight line over 50 years (buildings)
Plant and equipment
4% straight line p.a.
Fixtures and fittings
25% straight line p.a.
Computer equipment
4 - 6 years straight line p.a.
Motor vehicles
25% diminishing balance p.a.
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 recognised in the profit and loss account.
Freehold land is not depreciated.
1.7
Fixed asset investments
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.8
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
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.
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Financial instruments
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.
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.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies, 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.
1.11
Equity instruments
Equity instruments issued by the company and group 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 group.
1.12
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.
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.
1.13
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.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 17 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’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
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Software and related sales
4,377,093
3,917,915
Services and consultancy
2,920,532
2,545,020
7,297,625
6,462,935
2024
2023
£
£
Other significant revenue
Interest income
97,623
10,887
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
6,781,468
5,608,208
Europe
132,260
437,553
Rest of the world
383,897
417,174
7,297,625
6,462,935
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
23,997
(88,088)
Depreciation of owned tangible fixed assets
153,153
134,199
Amortisation of intangible assets
39,849
23,307
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 18 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
2,500
2,000
Audit of the financial statements of the company's subsidiaries
12,500
12,000
15,000
14,000
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Directors
8
8
-
-
Technical and Administration
70
68
-
-
Total
78
76
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
as restated
Wages and salaries
3,385,756
3,082,806
Social security costs
414,725
321,197
-
-
Pension costs
162,434
80,285
3,962,915
3,484,288
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
591,913
442,537
Company pension contributions to defined contribution schemes
91,652
11,795
683,565
454,332
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
7
Directors' remuneration
(Continued)
- 19 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
122,506
146,122
Company pension contributions to defined contribution schemes
3,100
1,800
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 6 (2023 - 6).
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
71,085
10,887
Other interest income
26,538
-
Total income
97,623
10,887
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(89,342)
Adjustments in respect of prior periods
89,342
9,552
Total UK current tax
89,342
(79,790)
Foreign current tax on profits for the current period
8,814
17,573
Total current tax
98,156
(62,217)
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
9
Taxation
(Continued)
- 20 -
The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
702,044
545,088
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2023: 19.00%)
133,388
103,567
Tax effect of expenses that are not deductible in determining taxable profit
(1,093)
2,571
Unutilised tax losses carried forward
8
Adjustments in respect of prior years
9,552
Permanent capital allowances in excess of depreciation
463
(37,412)
Research and development tax credit
(89,342)
Under/(over) provided in prior years
89,342
Research and development losses utilised
(129,029)
(68,734)
Foreign tax
8,814
17,573
Rounding
1
Utilisation of losses brought forward
(3,730)
Taxation charge/(credit)
98,156
(62,217)
10
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Final paid
170,500
276,357
11
Intangible fixed assets
Group
Software
£
Cost
At 1 April 2023
171,769
Additions
14,158
At 31 March 2024
185,927
Amortisation and impairment
At 1 April 2023
23,307
Amortisation charged for the year
39,849
At 31 March 2024
63,156
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
11
Intangible fixed assets
(Continued)
- 21 -
Carrying amount
At 31 March 2024
122,771
At 31 March 2023
148,462
The company had no intangible fixed assets at 31 March 2024 or 31 March 2023.
12
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 April 2023
979,880
103,781
285,627
935,599
15,260
2,320,147
Additions
63,754
130,299
194,053
Disposals
(641)
(641)
At 31 March 2024
979,880
103,781
349,381
1,065,257
15,260
2,513,559
Depreciation and impairment
At 1 April 2023
68,593
3,269
259,298
647,460
8,928
987,548
Depreciation charged in the year
9,798
4,151
22,452
115,169
1,583
153,153
Eliminated in respect of disposals
(284)
(284)
At 31 March 2024
78,391
7,420
281,750
762,345
10,511
1,140,417
Carrying amount
At 31 March 2024
901,489
96,361
67,631
302,912
4,749
1,373,142
At 31 March 2023
911,287
100,512
26,329
288,139
6,332
1,332,599
The company had no tangible fixed assets at 31 March 2024 or 31 March 2023.
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
1,000
1,000
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
13
Fixed asset investments
(Continued)
- 22 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2023 and 31 March 2024
1,000
Carrying amount
At 31 March 2024
1,000
At 31 March 2023
1,000
14
Subsidiaries
Details of the company's subsidiaries at 31 March 2024 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Metricell Limited
The Big Blue, 26 Foundry Lane, Horsham, RH13 5PX
Telecom software development
Ordinary shares
100.00
15
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
5,884
5,994
16
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,251,378
1,589,665
Unpaid share capital
125
125
125
125
Corporation tax recoverable
89,342
Amounts owed by group undertakings
-
-
293,273
216,955
Other debtors
799
2,799
Prepayments and accrued income
116,924
246,511
2,369,226
1,928,442
293,398
217,080
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 23 -
17
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Trade creditors
163,064
354,423
Other taxation and social security
445,140
350,379
-
-
Other creditors
12,761
76,142
Accruals and deferred income
1,279,419
474,413
1,900,384
1,255,357
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
162,434
80,285
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
19
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary A shares of 10p each
913
913
91
91
Ordinary B shares of 10p each
117
117
12
12
Ordinary C shares of 10p each
197
207
20
21
1,227
1,237
123
124
The above share classes have the following rights,
A ordinary shares: Ordinary voting with a) voting rights, b) right to dividend/distribution, c) right to capital/distribution and d) may be redeemed at the option of the company
B ordinary shares: Rank pari passu with A ordinary shares and C ordinary shares with regard to voting (subject to below), income and capital rights. Subject to pre-emption rights on transfer. On owner of B shares becoming a leaver, shareholder required to vote as directed by majority of shareholders
C ordinary shares: Rank pari passu with A ordinary shares and B ordinary shares with regard to voting (subject to below), income and capital rights. Subject to pre-emption rights on transfer. Subject to deemed transfer requirements on bankruptcy or termination of employment. On owner of C shares becoming a leaver, shareholder required to vote as directed by majority of shareholders
During the year the company re-purchased 10 Ordinary C shares for cancellation on 3 April 2024.
METRICELL GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 24 -
20
Operating lease commitments
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
3,874
3,841
-
-
3,874
3,841
-
-
21
Related party transactions
At the balance sheet date the company owed £Nil (2023 - £62,000) to Aircom Education Limited which is included in creditors falling due within one year. Dr S Mockford is a director of Aircom Education Limited.
22
Analysis of changes in net funds - group
1 April 2023
Cash flows
31 March 2024
£
£
£
Cash at bank and in hand
2,749,580
615,197
3,364,777
23
Cash generated from group operations
2024
2023
£
£
Profit for the year after tax
603,888
607,305
Adjustments for:
Taxation charged/(credited)
98,156
(62,217)
Investment income
(97,623)
(10,887)
Amortisation and impairment of intangible assets
39,849
23,307
Depreciation and impairment of tangible fixed assets
153,153
134,199
Movements in working capital:
Decrease/(increase) in stocks
110
(2,812)
(Increase)/decrease in debtors
(530,126)
139,989
Increase in creditors
645,027
182,229
Cash generated from operations
912,434
1,011,113
2024-03-312023-04-01falseCCH SoftwareCCH Accounts Production 2024.200Mr L H AlexanderMrs T L HinesMr F J Pareja PenaMr P RichardsonMr T J StanilandMr A R WatsonMr F J RowsellMr F J RowsellDr S 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