Caseware UK (AP4) 2023.0.135 2023.0.135 2024-07-312024-07-31truetrue2023-08-01falseNo description of principal activity43truefalsefalse 07123448 2023-08-01 2024-07-31 07123448 2022-08-01 2023-07-31 07123448 2024-07-31 07123448 2023-07-31 07123448 2022-08-01 07123448 4 2023-08-01 2024-07-31 07123448 4 2022-08-01 2023-07-31 07123448 d:Director1 2023-08-01 2024-07-31 07123448 d:Director2 2023-08-01 2024-07-31 07123448 d:Director3 2023-08-01 2024-07-31 07123448 d:Director3 2024-07-31 07123448 d:Director4 2023-08-01 2024-07-31 07123448 d:Director4 2024-07-31 07123448 d:Director5 2023-08-01 2024-07-31 07123448 d:Director5 2024-07-31 07123448 d:Director6 2023-08-01 2024-07-31 07123448 d:Director6 2024-07-31 07123448 d:RegisteredOffice 2023-08-01 2024-07-31 07123448 e:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-08-01 2024-07-31 07123448 e:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-07-31 07123448 e:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-07-31 07123448 e:CurrentFinancialInstruments 2024-07-31 07123448 e:CurrentFinancialInstruments 2023-07-31 07123448 e:CurrentFinancialInstruments e:WithinOneYear 2024-07-31 07123448 e:CurrentFinancialInstruments e:WithinOneYear 2023-07-31 07123448 e:UKTax 2023-08-01 2024-07-31 07123448 e:UKTax 2022-08-01 2023-07-31 07123448 e:ShareCapital 2023-08-01 2024-07-31 07123448 e:ShareCapital 2024-07-31 07123448 e:ShareCapital 2023-07-31 07123448 e:ShareCapital 2022-08-01 07123448 e:CapitalRedemptionReserve 2023-08-01 2024-07-31 07123448 e:CapitalRedemptionReserve 2024-07-31 07123448 e:CapitalRedemptionReserve 2023-07-31 07123448 e:CapitalRedemptionReserve 2022-08-01 07123448 e:RetainedEarningsAccumulatedLosses 2023-08-01 2024-07-31 07123448 e:RetainedEarningsAccumulatedLosses 2024-07-31 07123448 e:RetainedEarningsAccumulatedLosses 2022-08-01 2023-07-31 07123448 e:RetainedEarningsAccumulatedLosses 2023-07-31 07123448 e:RetainedEarningsAccumulatedLosses 2022-08-01 07123448 d:OrdinaryShareClass1 2023-08-01 2024-07-31 07123448 d:OrdinaryShareClass1 2023-07-31 07123448 d:OrdinaryShareClass2 2023-08-01 2024-07-31 07123448 d:OrdinaryShareClass2 2024-07-31 07123448 d:OrdinaryShareClass2 2023-07-31 07123448 d:OrdinaryShareClass3 2023-08-01 2024-07-31 07123448 d:OrdinaryShareClass3 2024-07-31 07123448 d:FRS102 2023-08-01 2024-07-31 07123448 d:Audited 2023-08-01 2024-07-31 07123448 d:FullAccounts 2023-08-01 2024-07-31 07123448 d:PrivateLimitedCompanyLtd 2023-08-01 2024-07-31 07123448 e:Subsidiary1 2023-08-01 2024-07-31 07123448 e:Subsidiary1 1 2023-08-01 2024-07-31 07123448 e:Subsidiary2 2023-08-01 2024-07-31 07123448 e:Subsidiary2 1 2023-08-01 2024-07-31 07123448 2 2023-08-01 2024-07-31 07123448 6 2023-08-01 2024-07-31 07123448 e:DevelopmentCostsCapitalisedDevelopmentExpenditure e:OwnedIntangibleAssets 2023-08-01 2024-07-31 07123448 f:PoundSterling 2023-08-01 2024-07-31 xbrli:shares iso4217:GBP xbrli:pure
Registered number: 07123448










ESP SYSTEX HOLDINGS LIMITED
DIRECTORS' REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

 
ESP SYSTEX HOLDINGS LIMITED
 

COMPANY INFORMATION


Directors
Mrs T F Lawson 
Mr I Lawson 
Ms S Cunningham (appointed 23 January 2024)
Ms J Howe (appointed 23 January 2024)
Ms A Meston (appointed 23 January 2024)
Ms K Price (appointed 23 January 2024)




Registered number
07123448



Registered office
Witham House
45 Spyvee Street

Kingston Upon Hull

England

HU8 7JJ




Independent auditors
Sumer Auditco Limited
Chartered Accountants & Statutory Auditors

14 City Quay

Dundee

DD1 3JA





 
ESP SYSTEX HOLDINGS LIMITED
 

CONTENTS



Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 20


 
ESP SYSTEX HOLDINGS LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2024

Introduction
 
ESP Group specialises in delivering high-quality contact centre services, including end-to-end customer experience management, travel token retailing, delay repay and compensation claim processing, as well as the development and support of smartcard and mobile app-based systems. More broadly, our services encompass CRM development and maintenance, database management, hosting solutions, web portals, payment processing, smartcard personalisation, and fulfilment services.

Business review
 
Over the past year, the Group has demonstrated strong performance, driven by our commitment to operational excellence and strategic market expansion. By focusing on innovation, exemplary customer satisfaction, and reliability, we have successfully broadened our reach while maintaining the high service standards that define our brand.
Our emphasis on efficiency and financial synergy has further strengthened our position, enabling us to navigate industry challenges effectively. The directors remain dedicated to identifying and capitalising on new opportunities while staying true to the principles that drive our success.

Principal risks and uncertainties
 
The Group has identified several key risks and challenges that may impact future performance:
1. Rising labour costs due to wage increases and regulatory changes
2. Rapid advancements in technology and evolving industry standards
3. Currency fluctuations affecting financial stability
4. Adapting to shifting market trends and customer expectations
5. Growing competition from new market entrants
6. The increasing role of AI and automation in service delivery
7. Rising customer demand for seamless omnichannel support
8. Strengthening data security and regulatory compliance requirements
9. Challenges in workforce recruitment and retention
Among these, rising labour costs remain the most pressing concern, as increasing wages and regulatory demands continue to drive up operating expenses. To mitigate these risks, the Group is focusing on strategic workforce planning, investment in automation, and operational efficiency improvements.
In an industry that evolves rapidly, our proactive approach to research and development, strategic currency risk management, and employee-first culture play a vital role in minimising risks and sustaining growth.

Financial key performance indicators
 
The Group monitors its performance using the following key indicators:
• 
Turnover – Overall revenue generation
• 
Gross Profit Margin – Profitability after direct costs
• 
Net Profit Margin – Bottom-line financial performance
• 
Staff Turnover – Employee retention and workforce stability
 

Page 1

 
ESP SYSTEX HOLDINGS LIMITED
 

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

Future Developments
 
The Group’s ongoing diversification efforts have proven successful, allowing us to expand our service offerings and strengthen our market position. By leveraging our expertise in contact centre operations and integrating advanced technologies, we continue to attract new clients and explore emerging opportunities.
Looking ahead, the board remains optimistic that our investments in innovation and industry partnerships will drive sustainable growth and long-term resilience.


This report was approved by the board on 20 February 2025 and signed on its behalf.



Mrs T F Lawson
Director

Page 2

 
ESP SYSTEX HOLDINGS LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2024

The directors present their report and the financial statements for the year ended 31 July 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 ‘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 judgments 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 profit for the year, after taxation, amounted to £1,701,532 (2023 - £2,803,699).

During the year, dividends of £323,285 (2023 - £4,278,916) were declared.

Directors

The directors who served during the year were:

Mrs T F Lawson 
Mr I Lawson 
Ms S Cunningham (appointed 23 January 2024)
Ms J Howe (appointed 23 January 2024)
Ms A Meston (appointed 23 January 2024)
Ms K Price (appointed 23 January 2024)

Future developments

Details of future developments can be found within the Strategic Report and form part of this report by the directors.

Page 3

 
ESP SYSTEX HOLDINGS LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JULY 2024

Disclosure of information to auditors

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 auditors are 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 auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

The auditorsSumer Auditco Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 20 February 2025 and signed on its behalf.
 





Mrs T F Lawson
Director

Page 4

 
ESP SYSTEX HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ESP SYSTEX HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of ESP Systex Holdings Limited (the 'Company') for the year ended 31 July 2024, which comprise the Statement of comprehensive income, the Statement of financial position, 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 July 2024 and of its 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 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 5

 
ESP SYSTEX HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ESP SYSTEX HOLDINGS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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 6

 
ESP SYSTEX HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ESP SYSTEX HOLDINGS 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.


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 Auditors' 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:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that 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.
We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management and enquiries of legal counsel. There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.  As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.


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 Auditors' report.


Page 7

 
ESP SYSTEX HOLDINGS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ESP SYSTEX HOLDINGS 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 Auditors' 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.





Douglas Rae (Senior statutory auditor)
  
for and on behalf of
Sumer Auditco Limited
 
Chartered Accountants
Statutory Auditors
  
14 City Quay
Dundee
DD1 3JA

20 February 2025
Page 8

 
ESP SYSTEX HOLDINGS LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JULY 2024

2024
2023
£
£

  

Administrative expenses
  
(209,921)
(227,679)

Operating loss
 4 
(209,921)
(227,679)

Income from shares in group undertakings
  
1,899,733
3,002,255

Interest receivable and similar income
 8 
11,720
29,021

Profit before tax
  
1,701,532
2,803,597

Tax on profit
 9 
-
102

Profit for the financial year
  
1,701,532
2,803,699

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

The notes on pages 12 to 20 form part of these financial statements.

Page 9

 
ESP SYSTEX HOLDINGS LIMITED
REGISTERED NUMBER: 07123448

STATEMENT OF FINANCIAL POSITION
AS AT 31 JULY 2024

2024
2023
£
£

Fixed assets
  

Intangible assets
 11 
-
15,000

Investments
 12 
4,487,050
4,487,050

  
4,487,050
4,502,050

Current assets
  

Debtors: amounts falling due within one year
 13 
545,457
840,724

Cash at bank and in hand
  
2,689
1,043,027

  
548,146
1,883,751

Creditors: amounts falling due within one year
 14 
(665,674)
(3,398,443)

Net current liabilities
  
 
 
(117,528)
 
 
(1,514,692)

Total assets less current liabilities
  
4,369,522
2,987,358

  

Net assets
  
4,369,522
2,987,358


Capital and reserves
  

Called up share capital 
 15 
1,570,585
1,566,668

Capital redemption reserve
 16 
240,000
240,000

Profit and loss account
 16 
2,558,937
1,180,690

  
4,369,522
2,987,358


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 20 February 2025.




Mrs T F Lawson
Director

The notes on pages 12 to 20 form part of these financial statements.

Page 10

 
ESP SYSTEX HOLDINGS LIMITED
 

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


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 August 2022
1,566,668
240,000
2,655,907
4,462,575



Profit for the year
-
-
2,803,699
2,803,699

Dividends: Equity capital
-
-
(4,278,916)
(4,278,916)



At 1 August 2023
1,566,668
240,000
1,180,690
2,987,358



Profit for the year
-
-
1,701,532
1,701,532

Dividends: Equity capital
-
-
(323,285)
(323,285)

Shares issued during the year
3,917
-
-
3,917


At 31 July 2024
1,570,585
240,000
2,558,937
4,369,522


The notes on pages 12 to 20 form part of these financial statements.

Page 11

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

1.


General information

ESP Systex Holdings Limited is a private company limited by shares and is incorporated and domiciled in the United Kingdom. The address of the registered office is Witham House, 45 Spyvee Street, Kingston Upon Hull, England, HU8 7JJ.

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 following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 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 Financial Reporting Standard applicable in the UK and Republic of Ireland":
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 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Balniel Holdings Limited as at 31 July 2024 and these financial statements may be obtained from Companies House.

 
2.3

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.4

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 Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

 
2.5

Taxation

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 reporting date in the countries where the Company operates and generates income.


Page 12

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

2.Accounting policies (continued)

 
2.6

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:

Development expenditure
-
Over 5 years

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

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 Statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 
2.9

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements in conformity with generally accepted accounting principles requires the Directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period.  Actual results in the future could differ from those estimates.  In this regard, the Directors believe that the critical accounting policies where judgments or estimations are necessary applied are summarised below.
Investment Valuation
Investments in subsidiaries are held at cost less accumulated impairment. Management will review the performance of subsidiary undertakings to ascertain whether any indicators of impairment exist and will provide for these as necessary.

Page 13

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

4.


Operating loss

The operating loss is stated after charging:

2024
2023
£
£

Depreciation of tangible fixed assets
-
260

Amortisation of intangible fixed assets
15,000
20,000

Other operating lease rentals
-
6,389


5.


Auditors' remuneration

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


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
5,000
8,000


6.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
33,020
43,131

Social security costs
135
5,975

Cost of defined contribution scheme
9,271
7,288

42,426
56,394


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


        2024
        2023
            No.
            No.







Employees
4
3

Page 14

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

7.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
25,968
28,648

Company contributions to defined contribution pension schemes
8,375
7,000

34,343
35,648


During the year retirement benefits were accruing to no directors (2023 - 1) in respect of defined contribution pension schemes.


8.


Interest receivable

2024
2023
£
£


Other interest receivable
11,720
29,021


9.


Taxation


2024
2023
£
£



Current tax on profits for the year
-
-


Deferred tax


Origination and reversal of timing differences
-
(102)


Tax on profit
-
(102)
Page 15

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
 
9.Taxation (continued)


Factors affecting tax charge for the year

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

2024
2023
£
£


Profit on ordinary activities before tax
1,701,532
2,803,597


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
425,383
700,899

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,937
1,484

Capital allowances for year in excess of depreciation
-
65

Short-term timing difference leading to an increase (decrease) in taxation
-
(102)

Non-taxable income
(474,933)
(750,564)

Book profit on chargeable assets
-
36

Group relief
47,613
48,080

Total tax charge for the year
-
(102)


Factors that may affect future tax charges

The only factors expected to affect tax charges are those imposed by HMRC.


10.


Dividends

2024
2023
£
£


Dividends paid
323,285
4,278,916

Page 16

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

11.


Intangible assets




Development expenditure

£



Cost


At 1 August 2023
100,000



At 31 July 2024

100,000



Amortisation


At 1 August 2023
85,000


Charge for the year on owned assets
15,000



At 31 July 2024

100,000



Net book value



At 31 July 2024
-



At 31 July 2023
15,000




12.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 August 2023
4,487,050



At 31 July 2024
4,487,050




Page 17

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

ESP Systex Limited
Witham House, 45 Spyvee Street, Kingston Upon Hull, England, HU8 7JJ
Ordinary
100%
Journeycall Limited
3 James Chalmers Road, Arbroath Enterprise Park, Arbroath, Scotland, DD11 3RQ
Ordinary
100%


13.


Debtors

2024
2023
£
£


Amounts owed by group undertakings
480,577
751,828

Other debtors
36,756
58,204

Prepayments and accrued income
28,124
30,692

545,457
840,724



14.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
31,912
28,376

Amounts owed to group undertakings
593,158
3,307,813

Other creditors
38,921
38,921

Accruals and deferred income
1,683
23,333

665,674
3,398,443


Page 18

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

15.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



Nil (2023 - 1,400,000) Ordinary shares of £1.00 each
-
1,400,000
1,566,668 (2023 - 166,668) Ordinary A shares of £1.00 each
1,566,668
166,668
391,668 (2023 - nil ) Ordinary B shares of £0.01 each
3,917
-

1,570,585

1,566,668


During the year 391,668 Ordinary B shares with a nominal value of £0.01 were allotted, called up and fully paid.
During the year the Ordinary shares were redesignated as Ordinary A shares, there was no change to their nominal value or voting rights. 


16.


Reserves

Capital redemption reserve

The capital redemption reserve relates to the buy back of shares.

Profit and loss account

The profit and loss account represents accumulated comprehensive income for the financial year and prior financial years.


17.


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 £10,018 (2023 - £7,288). Contributions totalling £Nil (2023 - £Nil) were payable to the fund at the reporting date and are included in creditors.


18.


Transactions with directors

The following loan is interest free and repayable on demand. 

Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Director's loan

37,549

-

(18,951)
 
18,598
 

Page 19

 
ESP SYSTEX HOLDINGS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024

19.


Related party transactions

The directors consider themselves to be the only key management personnel and remuneration is disclosed per note 8.
The company has taken advantage of the exemption in FRS102 Section 33 not to disclose details of transactions between two or more members of the Group on the basis that subsidiaries are wholly owned.


20.


Controlling party

The company is a wholly owned subsidiary of Balniel Holdings Limited, a company incorporated in Scotland whose registered office is 3 James Chalmers Road, Arbroath Enterprise Park, Arbroath, Angus, DD11 3RQBalniel Holdings Limited is the parent company of both the smallest and largest group into which the company’s financial statements are consolidated, and a copy of the consolidated accounts can be obtained from the public register at Companies House.  
The ultimate controlling party is Mrs T F Lawson by virtue of the share ownership held in Balniel Holdings Limited.


Page 20