REGISTERED NUMBER: 06971462 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
EXPANDI LIMITED |
REGISTERED NUMBER: 06971462 (England and Wales) |
GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
EXPANDI LIMITED |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 3 |
Report of the Independent Auditors | 5 |
Consolidated Income Statement | 9 |
Consolidated Other Comprehensive Income | 10 |
Consolidated Balance Sheet | 11 |
Company Balance Sheet | 12 |
Consolidated Statement of Changes in Equity | 13 |
Company Statement of Changes in Equity | 14 |
Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Cash Flow Statement | 16 |
Notes to the Consolidated Financial Statements | 17 |
EXPANDI LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditors |
Central House |
1 Ballards Lane |
London |
N31LQ |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
GROUP STRATEGIC REPORT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their strategic report of the company and the group for the year ended 31 December 2023. |
REVIEW OF BUSINESS |
The principal activity of Expandi and the companies belonging the Group is the provision of marketing services, specifically in the area of demand generation (digital, social, outbound marketing) on behalf of Technology companies and/or their distribution partners ("co-marketing") targeting business customers (B2B). |
PRINCIPAL RISKS AND UNCERTAINTIES |
The Group is exposed to a moderate level of price risk, credit risk, liquidity risk, exchange rate risk and cash flow risk. The Group manages these risks by financing its operations mainly through retained profits, to fund expansion or capital expenditure programmes. |
Management's objectives are to retain sufficient liquid funds to enable it to meet its day-to-day requirements, minimise the Group's exposure to fluctuating interest rates and match the repayment schedule of any external borrowings or overdrafts with the future cash flows expected to arise from the Group's trading activities. |
The Group makes little use of financial instruments other than an operational bank account and so its exposure to price risk, credit risk, liquidity risk and cash flow risk is not material for the assessment of the assets, liabilities, financial position and profit or loss of the company. |
STRATEGY |
In accordance with the strategy to maintain the Group's leadership in demand generation services for B2B markets and rationalise Group structure, the management is increasing focus European on business. The board will continue to pursue plans for organic growth and other development opportunities, including: |
- development of new and innovative in-house systems to optimise any type of customer interactions for our Clients; |
- development of an innovative offer in digital marketing service; |
- development of proprietary business end user data to gather strong business analytics and increase efficiency |
and effectiveness of our campaigns. |
In July 2023 Expandi purchased 51% of Session Media Ltd, a UK based B2B agency focused on search engine marketing. In 2024 the Group launched a new project aiming to develop a unique online platform. Through this platform Expandi intends to maximise the return from the overwhelming company database built in several years of successful experience as B2B marketing service provider. |
The directors of the company are of the opinion that analysis using Key Performance Indicators is not necessary for an understanding of the performance and position of the Group. |
FUTURE DEVELOPMENTS |
The leadership in the B2B demand generation services in EMEA jointly with the investments in data, technology and new services are expected to facilitate further diversification of our client base within the IT industry. |
ON BEHALF OF THE BOARD: |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31 December 2023. |
DIVIDENDS |
The total distribution of dividends for the year ended 31 December 2023 will be £1,760,633. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group 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; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
AUDITORS |
The auditors, N7 Accountants Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
EXPANDI LIMITED |
Opinion |
We have audited the financial statements of Expandi Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
_ |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2023 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. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 |
We are responsible for concluding on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. |
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 12 months from when the financial statements are authorised for issue. |
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. |
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 with the annual report. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon. |
Our responsibility is to read the other information and, in doing so, 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 there is 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 the other information, we are required to report that fact. |
We have nothing to report in this regard. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
EXPANDI LIMITED |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
-the information given in the 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 directors' report have been prepared in accordance with applicable legal requirements. |
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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept 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 Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
EXPANDI LIMITED |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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. |
Explanation as to what extent 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, to detect material misstatements in respect of irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. |
Our approach to identifying and assessing the risks of material misstatements in respect of irregularities, including fraud and non-compliance with laws was as follows: |
-We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those relating to the reporting framework (United Kingdom Generally Accepted Accounting Practice) and the relevant direct and indirect tax compliance regulations. |
-The engagement partner ensured that the engagement team collectively had the appropriate competence, 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 directors and other management, and from our commercial knowledge and experience of the group's activity. |
- We focused on specific laws and regulations which we considered may have a direct material effect on the group financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection. |
- We understood how Expandi Limited is complying with those frameworks by making enquiries with management to understand how the group maintains and communicates its policies and procedures to ensure compliance. We corroborated this through our review of the group's board minutes. We also reviewed correspondence with the relevant tax authorities regarding tax compliance. |
- 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 Group's financial statements to material misstatement, including 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; |
-considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and |
-understanding the potential incentives and pressures for management to manipulate the financial statements and performed procedures to understand the areas in which this would most likely arise. Based on our risk assessment procedures on this Company as a holding entity, we identified management override of controls as our fraud risk. |
-To address our fraud risk of management override of 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 any accounting estimates were indicative of potential bias; |
-investigated the rationale behind significant or unusual transactions. |
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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
EXPANDI LIMITED |
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 directors and other management and the inspection of regulatory and legal correspondence, if any. |
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. |
Description of the auditor's responsibilities for the audit of the financial statements |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Statutory Auditors |
Central House |
1 Ballards Lane |
London |
N31LQ |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONSOLIDATED INCOME STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
TURNOVER | 3 | 12,783,440 | 14,852,097 |
Cost of sales | (9,391,926 | ) | (10,595,367 | ) |
GROSS PROFIT | 3,391,514 | 4,256,730 |
Administrative expenses | (3,016,968 | ) | (2,354,464 | ) |
374,546 | 1,902,266 |
Other operating income | 30,585 | 133,199 |
OPERATING PROFIT | 5 | 405,131 | 2,035,465 |
Profit/loss on sale of invest | 6 | - | (247 | ) |
405,131 | 2,035,218 |
Interest receivable and similar income | 14,431 | - |
419,562 | 2,035,218 |
Amounts written off investments | 7 | (10,906 | ) | (14,345 | ) |
408,656 | 2,020,873 |
Interest payable and similar expenses | 8 | (19,416 | ) | (22,098 | ) |
PROFIT BEFORE TAXATION | 389,240 | 1,998,775 |
Tax on profit | 9 | (281,257 | ) | (336,208 | ) |
PROFIT FOR THE FINANCIAL YEAR |
Profit attributable to: |
Owners of the parent | 83,828 | 1,601,222 |
Non-controlling interests | 24,155 | 61,345 |
107,983 | 1,662,567 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONSOLIDATED OTHER COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
PROFIT FOR THE YEAR | 107,983 | 1,662,567 |
OTHER COMPREHENSIVE INCOME |
Foreign Exchange Translation | (620,548 | ) | 346,597 |
Gain on Acquistion of Minority interest | 81,632 | - |
Income tax relating to components of other comprehensive income |
- |
- |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
(538,916 |
) |
346,597 |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(430,933 |
) |
2,009,164 |
Total comprehensive income attributable to: |
Owners of the parent | (428,090 | ) | 2,368,424 |
Non-controlling interests | (2,843 | ) | (359,260 | ) |
(430,933 | ) | 2,009,164 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONSOLIDATED BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 12 | 3,385,356 | 2,137,954 |
Tangible assets | 13 | 182,376 | 213,764 |
Investments | 14 | - | - |
3,567,732 | 2,351,718 |
CURRENT ASSETS |
Debtors | 15 | 4,328,936 | 4,630,423 |
Prepayments and accrued income | - | 30,498 |
Cash at bank and in hand | 5,451,963 | 8,389,762 |
9,780,899 | 13,050,683 |
CREDITORS |
Amounts falling due within one year | 16 | (4,219,936 | ) | (4,145,452 | ) |
NET CURRENT ASSETS | 5,560,963 | 8,905,231 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
9,128,695 |
11,256,949 |
CREDITORS |
Amounts falling due after more than one year |
17 |
(1,044,964 |
) |
(954,654 |
) |
NET ASSETS | 8,083,731 | 10,302,295 |
CAPITAL AND RESERVES |
Called up share capital | 19 | 11,031 | 11,031 |
Share premium | 20 | 79 | 79 |
Capital redemption reserve | 20 | 112 | 112 |
Other reserves | 20 | 760,063 | 760,063 |
Retained earnings | 20 | 6,773,041 | 8,988,762 |
SHAREHOLDERS' FUNDS | 7,544,326 | 9,760,047 |
NON-CONTROLLING INTERESTS | 21 | 539,405 | 542,248 |
TOTAL EQUITY | 8,083,731 | 10,302,295 |
The financial statements were approved by the Board of Directors and authorised for issue on 31 October 2024 and were signed on its behalf by: |
G Fittante - Director |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
COMPANY BALANCE SHEET |
31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 12 |
Tangible assets | 13 |
Investments | 14 |
CURRENT ASSETS |
Debtors | 15 |
Cash at bank and in hand |
CREDITORS |
Amounts falling due within one year | 16 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
17 |
( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Capital redemption reserve |
Other reserves |
Retained earnings |
SHAREHOLDERS' FUNDS |
Company's profit for the financial year | 4,165,067 | 3,201,031 |
The financial statements were approved by the Board of Directors and authorised for issue on |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up | Capital |
share | Retained | Share | redemption |
capital | earnings | premium | reserve |
£ | £ | £ | £ |
Balance at 1 January 2022 | 11,031 | 7,446,239 | 79 | 112 |
Changes in equity |
Dividends | - | (405,296 | ) | - | - |
Total comprehensive income | - | 1,947,819 | - | - |
Balance at 31 December 2022 | 11,031 | 8,988,762 | 79 | 112 |
Changes in equity |
Dividends | - | (1,760,633 | ) | - | - |
Total comprehensive income | - | (455,088 | ) | - | - |
Balance at 31 December 2023 | 11,031 | 6,773,041 | 79 | 112 |
Other | Non-controlling | Total |
reserves | Total | interests | equity |
£ | £ | £ | £ |
Balance at 1 January 2022 | 760,063 | 8,217,524 | 901,508 | 9,119,032 |
Changes in equity |
Dividends | - | (405,296 | ) | - | (405,296 | ) |
Total comprehensive income | - | 1,947,819 | (359,260 | ) | 1,588,559 |
Balance at 31 December 2022 | 760,063 | 9,760,047 | 542,248 | 10,302,295 |
Changes in equity |
Dividends | - | (1,760,633 | ) | - | (1,760,633 | ) |
Total comprehensive income | - | (455,088 | ) | (2,843 | ) | (457,931 | ) |
Balance at 31 December 2023 | 760,063 | 7,544,326 | 539,405 | 8,083,731 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
COMPANY STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
Called up | Capital |
share | Retained | redemption | Other | Total |
capital | earnings | reserve | reserves | equity |
£ | £ | £ | £ | £ |
Balance at 1 January 2022 |
Changes in equity |
Dividends | - | ( |
) | - | - | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2022 |
Changes in equity |
Dividends | - | ( |
) | - | - | ( |
) |
Total comprehensive income | - |
Balance at 31 December 2023 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2023 | 2022 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 1,706,270 | 1,736,588 |
Interest paid | (19,416 | ) | (22,098 | ) |
Tax paid | (382,120 | ) | (127,619 | ) |
Net cash from operating activities | 1,304,734 | 1,586,871 |
Cash flows from investing activities |
Purchase of intangible fixed assets | (2,172,703 | ) | (2,033,789 | ) |
Purchase of tangible fixed assets | (14,237 | ) | (44,395 | ) |
Sale of tangible fixed assets | 373 | 257 |
Interest received | 14,431 | - |
Net cash from investing activities | (2,172,136 | ) | (2,077,927 | ) |
Cash flows from financing activities |
New loans in year | 652,400 | - |
Loan repayments in year | (341,583 | ) | (92,018 | ) |
Equity dividends paid | (1,760,633 | ) | (405,296 | ) |
Net cash from financing activities | (1,449,816 | ) | (497,314 | ) |
Decrease in cash and cash equivalents | (2,317,218 | ) | (988,370 | ) |
Cash and cash equivalents at beginning of year |
2 |
8,389,762 |
9,378,132 |
Effect of foreign exchange rate changes | (620,581 | ) | - |
Cash and cash equivalents at end of year | 2 | 5,451,963 | 8,389,762 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2023 | 2022 |
£ | £ |
Profit before taxation | 389,240 | 1,998,775 |
Depreciation charges | 967,972 | 647,987 |
Movement in Minority Interest | 58,193 | (420,605 | ) |
Other Non Cash Movement | - | 339,388 |
- | 315,363 |
Finance costs | 19,416 | 22,098 |
Finance income | (14,431 | ) | - |
1,420,390 | 2,903,006 |
Decrease/(increase) in trade and other debtors | 454,054 | (296,817 | ) |
Decrease in trade and other creditors | (168,174 | ) | (869,601 | ) |
Cash generated from operations | 1,706,270 | 1,736,588 |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31 December 2023 |
31.12.23 | 1.1.23 |
£ | £ |
Cash and cash equivalents | 5,451,963 | 8,389,762 |
Year ended 31 December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 8,389,762 | 9,378,132 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.23 | Cash flow | At 31.12.23 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 8,389,762 | (2,937,799 | ) | 5,451,963 |
8,389,762 | (2,937,799 | ) | 5,451,963 |
Debt |
Debts falling due after 1 year | (954,654 | ) | (90,310 | ) | (1,044,964 | ) |
(954,654 | ) | (90,310 | ) | (1,044,964 | ) |
Total | 7,435,108 | (3,028,109 | ) | 4,406,999 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Expandi Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Goodwill |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Fixtures and fittings | - |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
3. | TURNOVER |
The turnover and profit before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
2023 | 2022 |
£ | £ |
United Kingdom | 3,438,341 | 3,580,806 |
Europe | 9,345,099 | 11,246,394 |
Rest of the World | - | 24,897 |
12,783,440 | 14,852,097 |
4. | EMPLOYEES AND DIRECTORS |
2023 | 2022 |
£ | £ |
Wages and salaries | 4,262,410 | 4,410,505 |
Social security costs | 788,016 | 781,182 |
Other pension costs | 19,215 | 30,788 |
5,069,641 | 5,222,475 |
The average number of employees during the year was as follows: |
2023 | 2022 |
Sales and Production | 142 | 148 |
Administrative | 5 | 5 |
The directors remuneration including pension contributions were £592,303 (2022: £498,401) |
The emoluments of the highest paid directors were £168,813. |
5. | OPERATING PROFIT |
The operating profit is stated after charging/(crediting): |
2023 | 2022 |
£ | £ |
Other operating leases | 393,121 | 438,671 |
Depreciation - owned assets | 43,367 | 76,128 |
Goodwill amortisation | 201,214 | 109,421 |
Computer software amortisation | 723,253 | 460,216 |
Auditors' remuneration | 35,082 | 31,483 |
Foreign exchange differences | 109,290 | (210,058 | ) |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
6. | EXCEPTIONAL ITEMS |
2023 | 2022 |
£ | £ |
Profit/loss on sale of invest | - | (247 | ) |
7. | AMOUNTS WRITTEN OFF INVESTMENTS |
2023 | 2022 |
£ | £ |
Amounts w/o invs | 10,906 | 14,345 |
8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2023 | 2022 |
£ | £ |
Bank interest | 19,416 | 20,548 |
Other loan interest payable | - | 1,550 |
19,416 | 22,098 |
9. | TAXATION |
Analysis of the tax charge |
The tax charge on the profit for the year was as follows: |
2023 | 2022 |
£ | £ |
Current tax: |
UK corporation tax | 43,404 | 27,397 |
Foreign tax | 237,853 | 308,811 |
Tax on profit | 281,257 | 336,208 |
UK corporation tax has been charged at 23.52 % (2022 - 19 %). |
Tax effects relating to effects of other comprehensive income |
2023 |
Gross | Tax | Net |
£ | £ | £ |
Foreign Exchange Translation | (620,548 | ) | - | (620,548 | ) |
Gain on Acquistion of Minority interest | 81,632 | - | 81,632 |
(538,916 | ) | - | (538,916 | ) |
2022 |
Gross | Tax | Net |
£ | £ | £ |
Foreign currency differences | 346,597 | - | 346,597 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
10. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
11. | DIVIDENDS |
2023 | 2022 |
£ | £ |
Ordinary shares of 1 each |
Final | 1,760,633 | 405,296 |
12. | INTANGIBLE FIXED ASSETS |
Group |
Computer |
Goodwill | software | Totals |
£ | £ | £ |
COST |
At 1 January 2023 | 1,216,690 | 2,877,680 | 4,094,370 |
Additions | 917,923 | 1,254,780 | 2,172,703 |
Exchange differences | - | (3,156 | ) | (3,156 | ) |
At 31 December 2023 | 2,134,613 | 4,129,304 | 6,263,917 |
AMORTISATION |
At 1 January 2023 | 262,421 | 1,693,995 | 1,956,416 |
Amortisation for year | 201,214 | 723,253 | 924,467 |
Exchange differences | - | (2,322 | ) | (2,322 | ) |
At 31 December 2023 | 463,635 | 2,414,926 | 2,878,561 |
NET BOOK VALUE |
At 31 December 2023 | 1,670,978 | 1,714,378 | 3,385,356 |
At 31 December 2022 | 954,269 | 1,183,685 | 2,137,954 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
12. | INTANGIBLE FIXED ASSETS - continued |
Company |
Computer |
software |
£ |
COST |
At 1 January 2023 |
Additions |
Exchange differences | ( |
) |
At 31 December 2023 |
AMORTISATION |
At 1 January 2023 |
Amortisation for year |
Exchange differences | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
13. | TANGIBLE FIXED ASSETS |
Group |
Fixtures |
and | Computer |
fittings | equipment | Totals |
£ | £ | £ |
COST |
At 1 January 2023 | 904,170 | 8,291 | 912,461 |
Additions | 14,237 | - | 14,237 |
Disposals | (1,307 | ) | - | (1,307 | ) |
Exchange differences | (28,563 | ) | - | (28,563 | ) |
At 31 December 2023 | 888,537 | 8,291 | 896,828 |
DEPRECIATION |
At 1 January 2023 | 690,406 | 8,291 | 698,697 |
Charge for year | 43,367 | - | 43,367 |
Eliminated on disposal | (934 | ) | - | (934 | ) |
Exchange differences | (26,678 | ) | - | (26,678 | ) |
At 31 December 2023 | 706,161 | 8,291 | 714,452 |
NET BOOK VALUE |
At 31 December 2023 | 182,376 | - | 182,376 |
At 31 December 2022 | 213,764 | - | 213,764 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
13. | TANGIBLE FIXED ASSETS - continued |
Company |
Fixtures |
and |
fittings |
£ |
COST |
At 1 January 2023 |
Exchange differences | ( |
) |
At 31 December 2023 |
DEPRECIATION |
At 1 January 2023 |
Charge for year |
Exchange differences | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
14. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
At 1 January 2023 |
Additions |
Exchange differences | ( |
) |
At 31 December 2023 |
NET BOOK VALUE |
At 31 December 2023 |
At 31 December 2022 |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
14. | FIXED ASSET INVESTMENTS - continued |
Company |
Country of registration |
Shares |
% of holding |
Expandi Digital Limited (1) | 38 Craven Street, London, WC2N 5NG, UK | Ordinary | 50 |
B2BStars International Limited (1) | 38 Craven Street, London, WC2N 5NG, UK | Ordinary | 100 |
Accountinsight Limited | 38 Craven Street, London, WC2N5NG,UK | Ordinary | 88 |
Session Media Limited | 32 High Street Guildford GU1 3EL | Ordinary | 51 |
B2B Stars Limited (1) | 38 Craven Street, London, WC2N 5NG, UK | Ordinary | 100 |
Expandi Agency Ltd (Parent for the following companies) |
38 Craven Street, London, WC2N 5NG, UK |
Ordinary |
100 |
Expandi Agency Srl | Locatelli, 5 - 20124 Milan, Italy | Ordinary | 100 |
NetPartering GmbH | Fockygasse 29-3 1120 Wien, Austria | Ordinary | 100 |
Expandi Agency France Sarl |
85 Avenue Pierre Grenier - 92100 Boulogne Billancourt, France |
Ordinary |
100 |
NetPartnering GmbH |
Leopoldstr. 8-10 & 12 - 80802 München, Germany |
Ordinary |
100 |
Expandi Match SL |
AVDA. MANOTERAS, 24 BJ - 28050 MADRID, Spain |
Ordinary |
100 |
3 |
On Channel GmbH |
Leopoldstr. 8-10 & 12 - 80802 München, Germany |
Ordinary |
100 |
Expandi Network SL |
AVDA. MANOTERAS, 24 BJ - 28050 MADRID, Spain |
Ordinary |
100 |
(1) These undertakings were dormant during the last relevant financial year. |
(2) These undertakings were discontinued during the reporting financial year. |
15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade debtors | 2,471,512 | 2,129,771 |
Provision for bad and doubtful |
debts | (16,915 | ) | (15,285 | ) | - | (5,082 | ) |
Amounts owed by group undertakings | - | - |
Other debtors | 636,453 | 939,692 |
Tax | 187,978 | 64,964 |
VAT | - | - |
Deferred tax asset | 40,812 | 41,757 | - | - |
Prepayments and accrued income | 1,009,096 | 1,469,524 |
4,328,936 | 4,630,423 |
Deferred tax asset |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Deferred tax | 40,812 | 41,757 | - | - |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Trade creditors | 865,686 | 1,048,839 |
Amounts owed to group undertakings | - | - |
Tax | 210,529 | 188,378 |
Social security and other taxes | 261,520 | 345,715 |
VAT | 41,294 | 117,542 | - | - |
Other creditors | 961,475 | 911,089 |
Loans due in < 1 yr | 222,083 | 1,576 | 217,467 | 5,954 |
Accruals and deferred income | 1,657,349 | 1,532,313 |
4,219,936 | 4,145,452 |
17. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Other loans (see note 18) | 1,044,964 | 954,654 |
18. | LOANS |
An analysis of the maturity of loans is given below: |
Group | Company |
2023 | 2022 | 2023 | 2022 |
£ | £ | £ | £ |
Amounts falling due between two and five | years: |
Other loans - 2-5 years | 1,044,964 | - |
Amounts falling due in more than five years: |
Repayable otherwise than by instalments |
Other loans more 5yrs non-inst | - | 954,654 | - | - |
The company has three loans outstanding. The first loan is with Société Générale, bearing an interest rate of 0.58% per annum and maturing in July 2026. Monthly instalments for this loan are variable, currently averaging €16,800, and the loan is secured by a state guarantee provided during the COVID-19 period. The second loan is with Banca Intesa, with an interest rate of 1.75% per annum, maturing in January 2026. The monthly instalment for this loan is €9,721, and it is also secured by a state guarantee, being a post-COVID loan with favorable terms. The third loan is a £652,400 term loan with HSBC UK Bank plc, carrying an interest rate of 2.35% above the Bank of England Base Rate, repayable over 36 months with monthly instalments of £20,255.69. This loan is secured by a debenture over all assets of the company and guarantees from group companies. |
EXPANDI LIMITED (REGISTERED NUMBER: 06971462) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | £ | £ |
Ordinary | 1 | 11,031 | 11,031 |
20. | RESERVES |
Group |
Capital |
Retained | Share | redemption | Other |
earnings | premium | reserve | reserves | Totals |
£ | £ | £ | £ | £ |
At 1 January 2023 | 8,988,762 | 79 | 112 | 760,063 | 9,749,016 |
Profit for the year | 83,828 | 83,828 |
Dividends | (1,760,633 | ) | (1,760,633 | ) |
Foreign currency differences | (620,550 | ) | - | - | - | (620,550 | ) |
Transfer from minorities | 81,634 | - | - | - | 81,634 |
At 31 December 2023 | 6,773,041 | 79 | 112 | 760,063 | 7,533,295 |
21. | NON-CONTROLLING INTERESTS |
At the balance sheet date, Minority interests' share of net assets and liabilities in subsidiary undertakings were £539,405 (2022 - £542,248). |