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Registered number: 04336164










HEALTHSHARE DIAGNOSTICS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
COMPANY INFORMATION


Directors
N R Cook 
D Jackson (resigned 1 September 2023)
S Kandiah 
N McGrath 
E Calder 
D Wiles (appointed 1 January 2024)




Registered number
04336164



Registered office
Suite 9
20 Churchill Square

Kings Hill

West Malling

Kent

ME19 4YU




Independent auditor
MHA

Victoria Court

17-21 Ashford Road

Maidstone

Kent

ME14 5DA





 
HEALTHSHARE DIAGNOSTICS LIMITED
 

CONTENTS



Page
Strategic report
 
 
1 - 2
Directors' report
 
 
3 - 5
Independent auditor's report
 
 
6 - 9
Statement of comprehensive income
 
 
10
Balance sheet
 
 
11
Statement of changes in equity
 
 
12
Notes to the financial statements
 
 
13 - 31


 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
Healthshare Diagnostics is an Independent Service Provider (ISP) delivering  Endoscopy,  MRI,  CT,  Ultrasound, X-Ray,  DEXA,  Interventional Radiology and Day-Case Surgical procedures across its  Diagnostics and HM Prisons Healthcare Division.
The company serves over 390,000 NHS patients per annum across 40 partner agencies including Integrated Care Systems (ICS), Primary Care Networks (PCN) and Secondary Care NHS Trust partners while supporting Her Majesty's Prisons Service in delivering onsite community care and diagnostics services to 71 prisons nationwide.
Diagnostics division revenues have grown over the last year across mobiles, prisons and industry with further expansion into Community Diagnostics Centers with partner agencies. The ability to accelerate the growth of the diagnostics division is reflected in the company’s  ability to  successfully  recruit  and  retain  high  quality radiographers and sonographers leading to a strong pipeline of work.
Healthshare Diagnostics has continued to support partner agencies in transferring patient diagnostic backlogs into our services across MRI and Ultrasound Service Lines. We continue to see volumes rise and expect diagnostics and surgical backlog work to grow. Our collaborative approach has allowed us to extend our service provision into more complex services such as Cancer Surveillance as a trusted partner with Acute Trusts and ICS's.
It is clear that there is a growing need to support the NHS from a clinical pathway, and our ability to offer this solution within our Day Case Surgical and Diagnostic setting sets us apart from our competitors and will ensure continued growth moving forward.

Business review
 
The results for the period which are set out in the Income Statement show an operating loss before non-recurring items and amortisation of £301,809 (2023: £779,982).   This increase in operating profit occurred due to the divestment of the Healthcare Clinic Winchester concluding on 23rd February 2024 allowing for greater focus on more profitable contracts.
During the financial year end March 2023 a sale of the Healthcare Clinic Winchester and its associated assets was completed. COVID had impacted the speed at which the site was able to support itself and in order for the business to focus on sustainability and growth of the rest of the business it was decided to divest the site.  This completed on 23rd February 2024 at fair value. The impact of the operations to be discontinued has been reflected on the Statement of Comprehensive Income.  
The Directors consider the result for the year and the financial position of the group at the year-end to be satisfactory.

Principal risks and uncertainties
 
The  business,  in common  with  every  other  business,  is  subject to several  risks  and  uncertainties  which  are monitored  by the company's  board of directors  and sub-committees. The key business  risks and uncertainties affecting the group are considered to relate to uncertainty on the commissioning  environment linked to the disestablishment  of  CCG's  and  the  formation   of  new  Integrated  Care  Systems,  quality  compliance   in  an environment  with increasing  regulation,  staff resourcing  in a highly competitive labour market and uncertainty as to long term funding levels by H.M. Govt for the NHS.

Page 1

 
HEALTHSHARE DIAGNOSTICS LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Key performance indicators
 
Normalised pro forma revenues and EBITDA of the Group: 
 

2024
2023
Turnover
£17.3m
£16.9m
EBITDA*
£(0.6)m
£1.2m
EBITDA %
  (0.3)%
8.3%

*EBITDA before non-recurring costs of continuing operations
As part of corporate monthly reporting the Directors use Key Performance Indicators (KPIs) to assist in the understanding of the development, performance and position of the business of the group. The KPIs used by the company to measure its own performance include:
 
turnover In line with expectations;
EBITDA 2% above expectations due to strong cost control; and
operating cash flow conversion In line with expectations.


This report was approved by the board and signed on its behalf.



N McGrath
Director

Date: 30 December 2024

Page 2

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The directors present their report and the financial statements for the year ended 31 March 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ("FRS 102") ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements 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 transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £105,290 (2023 - loss £2,623,003).

Directors

The directors who served during the year were:

N R Cook 
D Jackson (resigned 1 September 2023)
S Kandiah 
N McGrath 
E Calder 
D Wiles (appointed 1 January 2024)

Future developments

The external market for the Company’s services is expected to remain competitive going forwards and the directors remain confident of the Company's prospects for the medium and long term.

Page 3

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Engagement with employees

Our staff are treated with respect and dignity. Clear objectives are set for staff performance and staff are appraised against these. The Company ensures that our staff can work in a suitable environment to achieving those goals in a fair and equitable manner.
The Company encourages the involvement of employees in its management through regular departmental meeting and employee representatives' meetings to ensure that employees are made aware of any changes in the business and their input is fully considered.

Disabled employees

The Company provides job opportunities to disabled and able-bodied people on the merit of their aptitude for a job role. Should an existing employee become disabled, then every effort will be made to adapt the role, support and provide retraining, so as they may continue their employment with the Company.

Matters covered in the Strategic report

Certain items required under Schedule 7 to be disclosed in the Directors' Report are set out in the Strategic Report in accordance with S.414C(II) of the Companies Act 2006; these being the Company's principle risks and uncertainties.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Post balance sheet events

On the 20 December 2024, 100% of all share classes in Healthshare Limited, the ultimate parent company, were acquired by Crossco (1469) Limited, registered in the United Kingdom, whose registered office address is The Light Box, Quorum Business Park, Benton Lane, Newcastle upon Tyne, NE12 8EU. As of this date and at the date of approval of these accounts, there is no ultimate controlling party.  
Page 4

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024


Auditor

The auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





N McGrath
Director

Date: 30 December 2024

Page 5

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HEALTHSHARE DIAGNOSTICS LIMITED
 

Opinion


We have audited the financial statements of Healthshare Diagnostics Limited (the 'Company') for the year ended 31 March 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 6

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HEALTHSHARE DIAGNOSTICS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion 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 the 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 Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 7

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HEALTHSHARE DIAGNOSTICS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Auditor's responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

enquiry of management around actual and potential litigtation claims;
enquiry of entity staff to identify any instances of non-compliance with laws and regulations; 
performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias; and
reviewing minutes of meetings of those charged with governance; and
reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulation.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditor's report.


Page 8

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF HEALTHSHARE DIAGNOSTICS LIMITED (CONTINUED)


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 2006Our 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.





Duncan Cochrane-Dyet BSc BFP FCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditor
Maidstone
United Kingdom

30 December 2024
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership registered in England and Wales (registered number OC312313).
Page 9

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

Continuing operations
Operations to be discontin'd
Total
Continuing operations
Operations to be discontin'd
Total
2024
2024
2024
2023
2023
2023
Note
£
£
£
£
£
£

  

Turnover
 4 
17,386,114
134,370
17,520,484
16,945,300
943,277
17,888,577

Cost of sales
  
(8,177,998)
(247,055)
(8,425,053)
(8,431,652)
(1,391,508)
(9,823,160)

Gross profit
  
9,208,116
(112,685)
9,095,431
8,513,648
(448,231)
8,065,417

Administrative expenses
  
(9,616,609)
(212,422)
(9,829,031)
(7,391,197)
(1,454,202)
(8,845,399)

Other operating income
 5 
-
431,791
431,791
-
-
-

Operating loss before non-recurring costs
  
(408,493)
106,684
(301,809)
1,122,451
(1,902,433)
(779,982)

Non-recurring costs
 10 
(70,560)
-
(70,560)
(655,465)
(1,497,400)
(2,152,865)

Total operating loss
  
(479,053)
106,684
(372,369)
466,986
(3,399,833)
(2,932,847)

Interest payable and similar expenses
 8 
(2,367)
(6,684)
(9,051)
-
-
-

Loss before tax
  
(481,420)
100,000
(381,420)
466,986
(3,399,833)
(2,932,847)

Tax on loss
 9 
276,130
-
276,130
309,844
-
309,844

Loss for the financial year
  
(205,290)
100,000
(105,290)
776,830
(3,399,833)
(2,623,003)

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 13 to 31 form part of these financial statements.

Page 10

 
HEALTHSHARE DIAGNOSTICS LIMITED
REGISTERED NUMBER: 04336164

BALANCE SHEET
AS AT 31 MARCH 2024

As restated
2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 11 
102,280
16,557

Tangible assets
 12 
638,765
547,630

Investments
 13 
50,999
50,999

  
792,044
615,186

Current assets
  

Stocks
 14 
236,771
259,093

Debtors: amounts falling due within one year
 15 
4,511,058
4,129,164

Cash at bank and in hand
  
1,640,820
1,308,254

  
6,388,649
5,696,511

Creditors: amounts falling due within one year
 16 
(8,088,164)
(5,733,651)

Net current liabilities
  
 
 
(1,699,515)
 
 
(37,140)

Creditors: amounts falling due after more than one year
  
(87,550)
-

Provisions for liabilities
  

Other provisions
 20 
(29,623)
(1,497,400)

  
 
 
(29,623)
 
 
(1,497,400)

Net liabilities
  
(1,024,644)
(919,354)


Capital and reserves
  

Called up share capital 
 21 
2,000
2,000

Share premium account
 22 
207,231
207,231

Profit and loss account
 22 
(1,233,875)
(1,128,585)

  
(1,024,644)
(919,354)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


N McGrath
Director

Date: 30 December 2024

The notes on pages 13 to 31 form part of these financial statements.

Page 11

 
HEALTHSHARE DIAGNOSTICS LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 April 2022
2,000
207,231
1,494,418
1,703,649


Comprehensive income for the year

Loss for the year
-
-
(2,623,003)
(2,623,003)
Total comprehensive income for the year
-
-
(2,623,003)
(2,623,003)



At 1 April 2023
2,000
207,231
(1,128,585)
(919,354)


Comprehensive income for the year

Loss for the year
-
-
(105,290)
(105,290)
Total comprehensive income for the year
-
-
(105,290)
(105,290)


At 31 March 2024
2,000
207,231
(1,233,875)
(1,024,644)


The notes on pages 13 to 31 form part of these financial statements.

Page 12

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

1.


General information

Healthshare Diagnostics Limited is a private company limited by shares incorporated in England and Wales in the United Kingdom. The address of the registered office is Suite 9, 20 Churchill Square, Kings Hill, West Malling, Kent, ME14 9YU.
The financial statements are presented in sterling which is the functional currency of the Company and rounded to the nearest £1.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

FRS 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102:
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Healthshare Limited as at 31 March 2024 and these financial statements may be obtained from Suite 9, 20 Churchill Square, Kings Hill, West Malling, Kent, ME19 4YU.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 13

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.4

Going concern

The directors have assessed that there are no significant doubts in the company's ability to continue as a going concern. 
As a result, the financial statements have been prepared on a going concern basis. 

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

Leased assets: the Company as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 14

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.10

Non-recurring costs

Non-recurring costs are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
Page 15

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Computer software
-
4
years

Page 16

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
over the life of the contract
Motor vehicles
-
over 5 years
Fixtures and fittings
-
over 5 years
Computer equipment
-
between 3 to 5 years
Medical equipment
-
between 3 to 5 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 17

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.17

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.19

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

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

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Page 18

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.19
Financial instruments (continued)

Financial liabilities

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

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management has to make judgements on how to apply the Company accounting policies and make estimates about the future. The critical judgements that have been made in arriving at the amounts recognised in the financial statements and the key areas of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying value of assets and liabilities in the next financial year, are discussed below:
(a) Useful economic lives of tangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and physical condition of the assets. See Note 11 for the carrying amount of tangible assets, and Note 2.11 for the useful economic lives for each class of assets. 
(b) Provisions for doubtful debts
The directors are required to make an assessment as to the recoverability of trade debtors. Provisions are recognised against trade debtors where required. 

Page 19

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Fees receivable
17,367,798
17,825,929

Other income
90,839
7,970

Rent receivable
61,847
54,678

17,520,484
17,888,577


All turnover arose within the United Kingdom.


5.


Other operating income

2024
2023
£
£

Other operating income
431,791
-

431,791
-


Other operating income consists of proceeds received for the trade sale of a site now disposed by the Company and the wider Group. 


6.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2024
2023
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
22,202
16,165

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 20

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

7.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
7,332,702
6,541,026

Social security costs
822,915
547,058

Cost of defined contribution scheme
200,200
130,377

8,355,817
7,218,461


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Clinicians
134
111



Administration
177
147

311
258


8.


Interest payable and similar expenses

2024
2023
£
£


Finance leases and hire purchase contracts
9,051
-

9,051
-

Page 21

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

9.


Taxation


2024
2023
£
£



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
(276,130)
(309,844)

Total deferred tax
(276,130)
(309,844)


Taxation on loss on ordinary activities
(276,130)
(309,844)

Factors affecting tax charge for the year

The tax assessed for the year is the same as (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(381,420)
(2,932,847)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
(95,355)
(557,241)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
459
304

Fixed asset differences
-
(27,812)

Adjustments to tax charge in respect of prior periods
(164,024)
-

Movement in deferred tax not recognised
(217,927)
176,112

Remeasurement of deferred tax for changes in tax rates
-
(116,629)

Non-taxable income
(59,842)
-

Group relief surrendered
260,559
215,422

Total tax charge for the year
(276,130)
(309,844)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 22

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

10.


Non-recurring costs

2024
2023
£
£


Pre opening Winchester site costs
-
50,084

Echocardiology accreditation audit
-
99,990

Dispute settlements
-
505,391

Onerous contract provision
-
1,497,400

Termination fees
70,560
-

70,560
2,152,865

Pre opening Winchester site costs
During the prior year, costs were incurred prior to the opening of the Healthshare Clinic Winchester site including rent, utility, lease fees and broadband. See note 19 for more information regarding the subsequent sale of the Clinic. 
Dispute settlements
During the prior year, principal sums and associated fees for the settlement of an ongoing dispute were recognised.
Onerous contract provision
The sale on 23 February 2024 of the Healthshare Clinic Winchester plans means that plans to address under-performing contracts will not be enacted. Consequently a provision for onerous contracts at that site was recognised in the prior year.
Page 23

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

11.


Intangible assets




Computer software

£



Cost


At 1 April 2023 (as previously stated)
-


Prior Year Adjustment
37,648


At 1 April 2023 (as restated)
37,648


Additions
119,816



At 31 March 2024

157,464



Amortisation


At 1 April 2023 (as previously stated)
-


Prior Year Adjustment
21,091


At 1 April 2023 (as restated)
21,091


Charge for the year on owned assets
34,093



At 31 March 2024

55,184



Net book value



At 31 March 2024
102,280



At 31 March 2023 (as restated)
16,557

Computer software of £37,648 has been recategorised from Tangible Fixed Assets (note 12) to Intangible Fixed Assets, as a prior year adjustment. 



Page 24

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

12.


Tangible fixed assets





Long-term leasehold property
Motor vehicles
Fixtures and fittings
Computer equipment
Medical equipment

£
£
£
£
£



Cost or valuation


At 1 April 2023 (as previously stated)
45,929
-
200,768
364,907
1,083,361


Prior Year Adjustment
-
-
-
(37,648)
-


At 1 April 2023 (as restated)
45,929
-
200,768
327,259
1,083,361


Additions
-
61,248
2,581
26,381
360,681


Disposals
-
-
(54,454)
(207,006)
(319,035)



At 31 March 2024

45,929
61,248
148,895
146,634
1,125,007



Depreciation


At 1 April 2023 (as previously stated)
45,929
-
138,814
300,255
645,780


Prior Year Adjustment
-
-
-
(21,091)
-


At 1 April 2023 (as restated)
45,929
-
138,814
279,164
645,780


Charge for the year on owned assets
-
12,250
14,882
15,032
165,336


Disposals
-
-
(20,590)
(186,385)
(221,264)



At 31 March 2024

45,929
12,250
133,106
107,811
589,852



Net book value



At 31 March 2024
-
48,998
15,789
38,823
535,155



At 31 March 2023 (as restated)
-
-
61,954
48,095
437,581
Page 25

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

           12.Tangible fixed assets (continued)


Total

£



Cost or valuation


At 1 April 2023 (as previously stated)
1,694,965


Prior Year Adjustment
(37,648)


At 1 April 2023 (as restated)
1,657,317


Additions
450,891


Disposals
(580,495)



At 31 March 2024

1,527,713



Depreciation


At 1 April 2023 (as previously stated)
1,130,778


Prior Year Adjustment
(21,091)


At 1 April 2023 (as restated)
1,109,687


Charge for the year on owned assets
207,500


Disposals
(428,239)



At 31 March 2024

888,948



Net book value



At 31 March 2024
638,765



At 31 March 2023 (as restated)
547,630

Computer software of £37,648 has been recategorised from Tangible Fixed Assets to Intangible Fixed Assets (note 11), as a prior year adjustment.

Page 26

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

13.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2023
50,999



At 31 March 2024
50,999





Subsidiary undertakings


The following were directly owned subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

The Global Clinic - Norwich Limited
Suite 9, 20 Churchill Square, Kings Hill, Kent, ME19 4YU
A Ordinary and B Ordinary
100%
The Global Clinic - Northampton Limited (dormant)
Suite 9, 20 Churchill Square, Kings Hill, Kent, ME19 4YU
A Ordinary and B Ordinary
100%


14.


Stocks

2024
2023
£
£

Medical consumables
236,771
259,093

236,771
259,093


Page 27

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

15.


Debtors

2024
2023
£
£


Trade debtors
2,502,360
1,794,631

Amounts owed by group undertakings
23,142
600,213

Other debtors
-
12,862

Prepayments and accrued income
1,298,287
1,310,319

Deferred taxation
687,269
411,139

4,511,058
4,129,164


Amounts due from fellow group undertakings are repayable on demand, interest free, and unsecured.


16.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
1,604,401
1,554,556

Amounts owed to group undertakings
4,961,605
2,483,447

Other taxation and social security
554,499
262,019

Obligations under finance lease and hire purchase contracts
26,460
-

Other creditors
140,895
37,012

Accruals and deferred income
800,304
1,396,617

8,088,164
5,733,651


Amounts due to fellow group undertakings are payable on demand, interest free, and unsecured.
The group of which the Company is a member has banking facilities secured by fixed and floating charges on all assets of the group. The Company participates in an unlimited multilateral guarantee thereby. 
Finance lease and hire purchase obligations are secured against the assets to which they relate.


17.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Net obligations under finance leases and hire purchase contracts
87,550
-

87,550
-


Page 28

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

18.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

2024
2023
£
£


Within one year
27,546
-

Between 1-5 years
91,821
-

119,367
-


19.


Deferred taxation




2024
2023


£

£






At beginning of year
411,139
101,295


Charged to profit or loss
276,130
309,844



At end of year
687,269
411,139

The deferred tax asset is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(153,350)
(110,200)

Tax losses carried forward
830,679
517,760

Short term timing differences
9,940
3,579

687,269
411,139

Page 29

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

20.


Provisions




Onerous contracts

£





At 1 April 2023
1,497,400


Charged to profit or loss
29,623


Released in year
(1,497,400)



At 31 March 2024
29,623


21.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



2,000 (2023 - 2,000) Ordinary shares of £1.00 each
2,000
2,000

The shares are non-redeemable and have attached to them full voting, dividend and capital distribution rights (including on winding up). 



22.


Reserves

Share premium account

The share premium account reserve represents the amounts received for shares issued by the Company in excess of their nominal value. 

Profit and loss account

The profit and loss reserve represents accumulated profits and losses net of dividends and other adjustments. 


23.


Capital commitments


At 31 March 2024 the Company had capital commitments as follows:

2024
2023
£
£


Contracted for but not provided in these financial statements
-
71,437

-
71,437

Page 30

 
HEALTHSHARE DIAGNOSTICS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

24.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £200,200 (2023 - £130,377). 
Contributions totalling £39,761 (2023 - £32,556) were payable to the fund at the balance sheet date and are included in creditors.


25.


Business sale

On the 23 February 2024, the business of the Healthshare Winchester Clinic was subject to a sale agreement. The business sale was subject to a condition requiring CQC approval, which was received on 20 September 2024, the sale becoming effective at that date. The buyer undertook to rebate any trading losses to the Company in that intervening period. 
The results of the Healthshare Clinic Winchester have been shown as 'Operations to be discontinued' in the Statement of Comprehensive Income, to aid understanding of the Company's performance. Related non-recurring costs have been incurred in relation to this sale as shown in note 10.


26.


Post balance sheet events

On the 20 December 2024, 100% of all share classes in Healthshare Limited, the ultimate parent company, were acquired by Crossco (1469) Limited, registered in the United Kingdom, whose registered office address is The Light Box, Quorum Business Park, Benton Lane, Newcastle upon Tyne, NE12 8EU. As of this date and at the date of approval of these accounts, there is no ultimate controlling party. 


27.


Parent undertaking

The immediate parent undertaking and parent of the smallest and largest group for which consolidated financial statements are available is Healthshare Limited, a Company registered in England and Wales at Suite 9, 20 Churchill Square, Kings Hill, West Malling, Kent, ME19 4YU.

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