Caseware UK (AP4) 2024.0.164 2024.0.164 2023-12-312023-12-31A disclaimer of opinion was included in the auditor's report on the financial statements for the year ended 31 December 2023. Within the auditor's report, the auditor included the below in the 'basis for disclaimer of opinion' section:On 28 February 2023, the Company was acquired by Orion Systems Integrators, LLC. The director has been unable to provide all the necessary information and explanations for the purposes of the audit, specifically around the cut-off of revenue and the cut-off of expenditure, as the Company does not have access to sufficiently detailed accounting records for the year ended 31 December 2022 and transactions up to the acquisition date. Therefore, we have been unable to obtain sufficient appropriate audit evidence regarding the opening balances at 1 January 2023 and transactions up to 28 February 2023. We have been unable to confirm the completeness and accuracy of amounts included in the Statement of Income and Retained Earnings for the year ended 31 December 2023, which are as follows: Turnover of £5,032,607; Cost of sales of £1,129,361; Administrative expenses of £2,482,606; Interest receivable and similar income of £2,486; and Tax on profit of £339,433. As a result of these matters, which we consider to be both material and pervasive to the financial statements as a whole, we were unable to determine whether any adjustments might have been found necessary in respect of the amounts highlighted above.true142023-01-01falseThe installation and maintenance of softare.16truefalse 05865616 2023-01-01 2023-12-31 05865616 2022-01-01 2022-12-31 05865616 2023-12-31 05865616 2022-12-31 05865616 c:Director1 2023-01-01 2023-12-31 05865616 d:MotorVehicles 2023-01-01 2023-12-31 05865616 d:MotorVehicles 2023-12-31 05865616 d:MotorVehicles 2022-12-31 05865616 d:MotorVehicles d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 05865616 d:FurnitureFittings 2023-01-01 2023-12-31 05865616 d:FurnitureFittings 2023-12-31 05865616 d:FurnitureFittings 2022-12-31 05865616 d:FurnitureFittings d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 05865616 d:ComputerEquipment 2023-01-01 2023-12-31 05865616 d:ComputerEquipment 2023-12-31 05865616 d:ComputerEquipment 2022-12-31 05865616 d:ComputerEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 05865616 d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 05865616 d:CurrentFinancialInstruments 2023-12-31 05865616 d:CurrentFinancialInstruments 2022-12-31 05865616 d:Non-currentFinancialInstruments 2023-12-31 05865616 d:Non-currentFinancialInstruments 2022-12-31 05865616 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 05865616 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 05865616 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 05865616 d:Non-currentFinancialInstruments d:AfterOneYear 2022-12-31 05865616 d:ShareCapital 2023-12-31 05865616 d:ShareCapital 2022-12-31 05865616 d:SharePremium 2023-12-31 05865616 d:SharePremium 2022-12-31 05865616 d:RetainedEarningsAccumulatedLosses 2023-12-31 05865616 d:RetainedEarningsAccumulatedLosses 2022-12-31 05865616 c:OrdinaryShareClass1 2023-01-01 2023-12-31 05865616 c:OrdinaryShareClass1 2023-12-31 05865616 c:OrdinaryShareClass1 2022-12-31 05865616 c:OrdinaryShareClass2 2023-01-01 2023-12-31 05865616 c:OrdinaryShareClass2 2023-12-31 05865616 c:OrdinaryShareClass2 2022-12-31 05865616 c:OrdinaryShareClass3 2023-01-01 2023-12-31 05865616 c:OrdinaryShareClass3 2023-12-31 05865616 c:FRS102 2023-01-01 2023-12-31 05865616 c:Audited 2023-01-01 2023-12-31 05865616 c:FullAccounts 2023-01-01 2023-12-31 05865616 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 05865616 c:SmallCompaniesRegimeForAccounts 2023-01-01 2023-12-31 05865616 2 2023-01-01 2023-12-31 05865616 6 2023-01-01 2023-12-31 05865616 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 05865616









BANKTECH SOFTWARE SERVICES LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
BANKTECH SOFTWARE SERVICES LIMITED
REGISTERED NUMBER: 05865616

BALANCE SHEET
AS AT 31 DECEMBER 2023

As restated (see Note 10) Unaudited
2023
2022
Note
£
£

FIXED ASSETS
  

Tangible assets
 4 
10,624
28,715

Investments
 5 
54,795
54,795

  
65,419
83,510

CURRENT ASSETS
  

Debtors: amounts falling due within one year
 6 
2,768,772
714,532

Cash at bank and in hand
  
856,259
2,334,862

  
3,625,031
3,049,394

Creditors: amounts falling due within one year
 7 
(1,793,996)
(1,342,685)

NET CURRENT ASSETS
  
 
 
1,831,035
 
 
1,706,709

TOTAL ASSETS LESS CURRENT LIABILITIES
  
1,896,454
1,790,219

Creditors: amounts falling due after more than one year
 8 
-
(34,841)

NET ASSETS
  
1,896,454
1,755,378


CAPITAL AND RESERVES
  

Called up share capital 
 9 
113
110

Share premium account
  
31,178
-

Profit and loss account
  
1,865,163
1,755,268

  
1,896,454
1,755,378


Page 1

 
BANKTECH SOFTWARE SERVICES LIMITED
REGISTERED NUMBER: 05865616
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

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




R Ranganathan
Director

Date: 14 March 2025

The notes on pages 3 to 12 form part of these financial statements.

Page 2

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


GENERAL INFORMATION

Banktech Software Services Limited (the 'Company') is a private company limited by shares and incorporated in England and Wales. Its registered office is Salisbury House, Station Road, Cambridge, CB1 2LA. Its trading address is 333 Thornall Street, 7th Floor, Edison, New Jersey 08837, USA.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

EXEMPTION FROM PREPARING CONSOLIDATED FINANCIAL STATEMENTS

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

GOING CONCERN

The director has prepared the financial statements on a going concern basis which assumes that the Company will be able to continue in operational existence for the foreseeable future, being a period of not less than 12 months from the date of approval of the financial statements.
Given the ongoing group support, the director believes that the Company is adequately placed to manage its business risks successfully and that the Company will have adequate financial resources available to meet its liabilities as they fall due.

 
2.4

FOREIGN CURRENCY TRANSLATION

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Page 3

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

TURNOVER

Turnover 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. Turnover 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

Turnover 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

INTEREST INCOME

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

 
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.

 
2.8

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

PENSIONS

DEFINED CONTRIBUTION PENSION PLAN

The Company operates a defined contribution pension plan for its employees. A defined contribution pension 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.

Page 4

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.10

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 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.


 
2.11

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, on a reducing balance basis.

Depreciation is provided on the following basis:

Motor vehicles
-
25%
Fixtures and fittings
-
25%
Computer equipment
-
25%

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.

 
2.12

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 5

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.13

DEBTORS

Short term debtors are measured at transaction price, less any impairment.

 
2.14

CASH AND CASH EQUIVALENTS

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.15

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.

 
2.16

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.

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.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) 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 debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Page 6

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)


2.16
FINANCIAL INSTRUMENTS (CONTINUED)

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial assets have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the assets original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is 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 creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments 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 creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors 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.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

 
2.17

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.

Page 7

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


EMPLOYEES

The average monthly number of employees, including directors, during the year was 14 (2022 - 16).


4.


TANGIBLE FIXED ASSETS





Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£



COST OR VALUATION


At 1 January 2023
34,492
14,453
19,040
67,985


Disposals
(34,492)
-
-
(34,492)



At 31 December 2023

-
14,453
19,040
33,493



DEPRECIATION


At 1 January 2023
19,941
5,806
13,523
39,270


Charge for the year on owned assets
-
2,162
1,378
3,540


Disposals
(19,941)
-
-
(19,941)



At 31 December 2023

-
7,968
14,901
22,869



NET BOOK VALUE



At 31 December 2023
-
6,485
4,139
10,624



At 31 December 2022
14,551
8,647
5,517
28,715

Page 8

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


FIXED ASSET INVESTMENTS





Investments in subsidiary companies

£



COST OR VALUATION


At 1 January 2023 (as previously stated)
-


Prior Year Adjustment

54,795


At 1 January 2023 (as restated - see Note 10)
54,795



At 31 December 2023
54,795





6.


DEBTORS

2023
Unaudited 2022
£
£

Trade debtors
1,303,326
714,532

Amounts owed by group undertakings
130,990
-

Other debtors
10,000
-

Prepayments and accrued income
1,324,456
-

2,768,772
714,532


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Page 9

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

As restated (see Note 10) Unaudited
2023
2022
£
£

Trade creditors
201,916
-

Amounts owed to group undertakings
977,811
213,973

Corporation tax
217,414
59,800

Other taxation and social security
57,315
165,483

Other creditors
1,006
183,006

Accruals and deferred income
338,534
720,423

1,793,996
1,342,685


Other creditors include contributions of £1,006 (2022 - £1,231) payable to the Company's defined contribution pension scheme as at the balance sheet date.
Amounts owed to group undertakings are unsecured, interest free and repayable on demand.


8.


CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2023
Unaudited 2022
£
£

Bank loans
-
34,841


Bank loans comprise a Government backed 'Coronavirus Business Interruption Loan' (CBIL), which was drawn down in 2020. This was repaid in full during the year.

Page 10

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


SHARE CAPITAL

2023
Unaudited 2022
£
£
ALLOTTED, CALLED UP AND FULLY PAID



1,000,000 (2022 - 1,000,000) Ordinary shares of £0.0001 each
100
100
100,000 (2022 - 100,000) A Ordinary shares of £0.0001 each
10
10
29,000 (2022 - NIL ) B Ordinary shares of £0.0001 each
3
-

113

110


On 28 February 2023, the Company issued 29,000 B Ordinary shares of £0.0001 each for total consideration of £31,178. The difference between the total consideration and the total nominal value of the shares issued has been included in the share premium account.


10.


PRIOR YEAR ADJUSTMENT


During the preparation of the financial statements for the year ended 31 December 2023, the director identified that the investment in subsidiary and amounts owed to group undertakings had incorrectly been included within other creditors. The impact of the prior year error, which has been reflected in the restated comparatives in these financial statements, is as follows:
 
£54,795 increase in fixed asset investments at 31 December 2022;
£213,973 increase in amounts owed to group undertakings at 31 December 2022; and
£159,178 decrease in other creditors at 31 December 2022.

The above restatement has no impact on opening reserves as at 1 January 2022 or 1 January 2023.


11.


CONTROLLING PARTY

On 28 February 2023, the Company was acquired by Orion Systems Integrators, LLC.
The immediate parent undertaking is Orion System Integrators, LLC, a private company registered in the United States of America. The Company is included within the consolidated financial statements of Orion System Integrators, LLC, which are available from their registered office of 333 Thornall Street, 7th Floor, Edison, New Jersey 08837, USA.
The ultimate parent undertaking is Orbit Parent LLC., a private company registered in the United States of America.

Page 11

 
BANKTECH SOFTWARE SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


AUDITOR'S INFORMATION

A disclaimer of opinion was included in the auditor's report on the financial statements for the year ended 31 December 2023. Within the auditor's report, the auditor included the below in the 'basis for disclaimer of opinion' section:

On 28 February 2023, the Company was acquired by Orion Systems Integrators, LLC. The director has been unable to provide all the necessary information and explanations for the purposes of the audit, specifically around the cut-off of revenue and the cut-off of expenditure, as the Company does not have access to sufficiently detailed accounting records for the year ended 31 December 2022 and transactions up to the acquisition date. Therefore, we have been unable to obtain sufficient appropriate audit evidence regarding the opening balances at 1 January 2023 and transactions up to 28 February 2023.
We have been unable to confirm the completeness and accuracy of amounts included in the Statement of Income and Retained Earnings for the year ended 31 December 2023, which are as follows:
 
Turnover of £5,032,607;
Cost of sales of £1,129,361; 
Administrative expenses of £2,482,606; 
Interest receivable and similar income of £2,486; and
Tax on profit of £339,433.

As a result of these matters, which we consider to be both material and pervasive to the financial statements as a whole, we were unable to determine whether any adjustments might have been found necessary in respect of the amounts highlighted above.

The audit report was signed on 14 March 2025 by Thomas Hamilton (Senior Statutory Auditor) on behalf of Peters Elworthy & Moore.

Page 12