Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-312023-12-31truetruetruetrue2023-01-01false3739truefalsefalse 03671481 2023-01-01 2023-12-31 03671481 2022-01-01 2022-12-31 03671481 2023-12-31 03671481 2022-12-31 03671481 2022-01-01 03671481 c:Director1 2023-01-01 2023-12-31 03671481 c:Director4 2023-01-01 2023-12-31 03671481 c:RegisteredOffice 2023-01-01 2023-12-31 03671481 d:Buildings d:ShortLeaseholdAssets 2023-01-01 2023-12-31 03671481 d:Buildings d:ShortLeaseholdAssets 2023-12-31 03671481 d:Buildings d:ShortLeaseholdAssets 2022-12-31 03671481 d:FurnitureFittings 2023-01-01 2023-12-31 03671481 d:FurnitureFittings 2023-12-31 03671481 d:FurnitureFittings 2022-12-31 03671481 d:FurnitureFittings d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03671481 d:OfficeEquipment 2023-01-01 2023-12-31 03671481 d:OfficeEquipment 2023-12-31 03671481 d:OfficeEquipment 2022-12-31 03671481 d:OfficeEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03671481 d:ComputerEquipment 2023-01-01 2023-12-31 03671481 d:ComputerEquipment 2023-12-31 03671481 d:ComputerEquipment 2022-12-31 03671481 d:ComputerEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03671481 d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03671481 d:CurrentFinancialInstruments 2023-12-31 03671481 d:CurrentFinancialInstruments 2022-12-31 03671481 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 03671481 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 03671481 d:ShareCapital 2023-12-31 03671481 d:ShareCapital 2022-12-31 03671481 d:ShareCapital 2022-01-01 03671481 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 03671481 d:RetainedEarningsAccumulatedLosses 2023-12-31 03671481 d:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 03671481 d:RetainedEarningsAccumulatedLosses 2022-12-31 03671481 d:RetainedEarningsAccumulatedLosses 2022-01-01 03671481 c:OrdinaryShareClass1 2023-01-01 2023-12-31 03671481 c:OrdinaryShareClass1 2023-12-31 03671481 c:OrdinaryShareClass1 2022-12-31 03671481 c:OrdinaryShareClass2 2023-01-01 2023-12-31 03671481 c:OrdinaryShareClass2 2023-12-31 03671481 c:OrdinaryShareClass2 2022-12-31 03671481 c:FRS102 2023-01-01 2023-12-31 03671481 c:Audited 2023-01-01 2023-12-31 03671481 c:FullAccounts 2023-01-01 2023-12-31 03671481 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 03671481 d:Subsidiary1 2023-01-01 2023-12-31 03671481 d:Subsidiary2 2023-01-01 2023-12-31 03671481 d:Subsidiary3 2023-01-01 2023-12-31 03671481 d:Subsidiary4 2023-01-01 2023-12-31 03671481 d:Subsidiary5 2023-01-01 2023-12-31 03671481 d:Subsidiary6 2023-01-01 2023-12-31 03671481 d:Subsidiary10 2023-01-01 2023-12-31 03671481 d:Subsidiary11 2023-01-01 2023-12-31 03671481 d:Subsidiary1 1 2023-01-01 2023-12-31 03671481 d:Subsidiary2 1 2023-01-01 2023-12-31 03671481 d:Subsidiary3 1 2023-01-01 2023-12-31 03671481 d:Subsidiary4 1 2023-01-01 2023-12-31 03671481 d:Subsidiary5 1 2023-01-01 2023-12-31 03671481 d:Subsidiary6 1 2023-01-01 2023-12-31 03671481 d:Subsidiary10 1 2023-01-01 2023-12-31 03671481 d:Subsidiary11 1 2023-01-01 2023-12-31 03671481 d:WithinOneYear 2023-12-31 03671481 d:WithinOneYear 2022-12-31 03671481 d:BetweenOneFiveYears 2023-12-31 03671481 d:BetweenOneFiveYears 2022-12-31 03671481 c:Consolidated 2023-12-31 03671481 c:ConsolidatedGroupCompanyAccounts 2023-01-01 2023-12-31 03671481 6 2023-01-01 2023-12-31 03671481 d:AcceleratedTaxDepreciationDeferredTax 2023-12-31 03671481 d:AcceleratedTaxDepreciationDeferredTax 2022-12-31 03671481 e:PoundSterling 2023-01-01 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 03671481










NEXUS BUSINESS SOLUTIONS GROUP LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
COMPANY INFORMATION


Directors
E D White 
S Clarke 




Registered number
03671481



Registered office
10 Queen Street Place

London

United Kingdom

EC4R 1AG




Independent auditors
HaysMac LLP

10 Queen Street Place

London

EC4R 1AG





 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 

CONTENTS



Page
Group strategic report
 
1 - 2
Directors' report
 
3 - 4
Independent auditors' report
 
5 - 8
Consolidated statement of comprehensive income
 
9
Consolidated balance sheet
 
10
Company balance sheet
 
11
Consolidated statement of changes in equity
 
12
Company statement of changes in equity
 
13
Notes to the financial statements
 
14 - 28


 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
This is the strategic report for Nexus Business Solutions Group Ltd and its group for the year ended 31 December 2023. The currency is GB£ and the rounding is to the nearest £1,000. The group is a global service provider to the automotive industry and its principal activities are the provision of IT systems, managed programs, HR solutions and consultancy services.

Regional insight


Our continued focus on North America is appropriate as size and dynamics outpace the rest of the world. Nexus’ operations in the US are recognised for consistently delivering record results for clients despite budget and resource constraints. 
The UK automotive operations serving OEMs have been tempered by the Coronavirus pandemic but rental support programmes, notably for Ford and Kia, have remained busy and at times overachieving as an essential service.
Nexus Computer Systems was fully engaged in developing software for clients as well as providing the robust infrastructure for the Group’s IT operations and integrity.
The UK Aftermarket team sustaining the web-based data and dealer services technology remained busy supporting OEM programmes in Australia and New Zealand. Ford, Mercedes, BMW and Honda were sustained due to good client relationship on a market heavily affected by Coronavirus pandemic and economic constraints. 



Business review
 
Consolidated Sales were under Budget at £10,501k, a decrease of £5,430k from 2022. The gross profit for the year was £2,746k (2022: £5,291k). 
This performance reduction on previous year was directly a consequence of Rental Auto market with affected OEM client production areas due to the Coronavirus pandemic and thus impacting the Group’s operations mainly in US market. On all other markets attentive and continuous review of costs and existing business is priority for Directors in this challenging economic market and when taking account of the challenges faced in all areas of the business, this delivery of performance generating a positive cashflow represented excellent management of the business in the most testing circumstances.

Principal risks and uncertainties
 
Fast and significant actions taken to protect the global business by combining prudent economics and bank support with government initiatives in each global region enabled the Group to ride out the pandemic and to be in a strong position to respond quickly to a resurgence of national economies and clients’ focus on rebuilding and improving business activity in 2024. The Group’s operations in each region continue to receive concentrated attention in the four disciplines of HR, IT, Finance and Operations.
Uncertainty of timing and profitability on future contracts
The Group’s future performance and development will comprise two parts in which the development of existing business based on markets reopening will be augmented by new business support initiatives leveraging fully developed software platforms serving OEM’s commercial and retail customers as well as their dealer networks. We expect to benefit significantly when large corporations in our sector leverage established service providers to help them to gear-up quickly to serve resurgent markets from mid-2024. We have no reason to believe the economics in price and sustainability over many years will be compromised.  

Page 1

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Financial key performance indicators
 
In the prevailing extraordinary circumstances, the single most important KPI continues to be effective cashflow management and maintaining adequate liquid reserves to cope with extended-period payments. This will transition to the more typical focus on commercially sound operating margins as the shoots of normal trading conditions start to emerge.


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



................................................
S Clarke
Director

Date: 19 March 2025

Page 2

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

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


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activity

 The principal activities of the Group during the year were that of the supply of people, programme and consultancy services to the Automotive industry and the supply of vehicle hire.  

Results and dividends

The loss for the year, after taxation, amounted to £335 ,000 (2022 - profit £1,556,000.

The directors do not recommend a dividend for the year.  

Directors

The directors who served during the year were:

E D White 
S Clarke 

Page 3

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Going concern

The group's business activities, together with the factors likely to affect its future development, performance and position, are set out in the strategic report above. The group's financial position and cash flows are also set out there.
 
The directors believe that the group has adequate resources to continue in operational existence for the foreseeable future. The Directors have performed a going concern assessment that, taking account of reasonably possible downsides including revenue reducing lower than budgeted levels, the Company will have sufficient funds, to meet its liabilities as they fall due during the going concern assessment period. Consequently, the Directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due from at least 12 months from the date of approval of these financial statements and therefore have prepared the financial statements on a going concern basis.



Matters covered in the Group strategic report

Information on the company's risks and uncertainties and key performance indicators together with a review of the year are included in the Strategic Report.

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 and the Group'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 and the Group'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 auditorsHaysMac LLPwill 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.
 





................................................
S Clarke
Director

Date: 19 March 2025

Page 4

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 

Opinion


We have audited the financial statements of Nexus Business Solutions Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of changes in equity, the Company 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 Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


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.


Page 5

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NEXUS BUSINESS SOLUTIONS GROUP LIMITED (CONTINUED)


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


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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement 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 Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NEXUS BUSINESS SOLUTIONS GROUP LIMITED (CONTINUED)


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 Group 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:

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to compliance with Companies Law and tax regulation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax.
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:
-Inspecting correspondence with regulators and tax authorities;
- Discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud;
- Evaluating management’s controls designed to prevent and detect irregularities;
- Identifying and testing journals, in particular journal entries posted which exhibited certain characteristics which we considered to be possible indicators of fraud or irregularity; and 
- Challenging assumptions and judgements made by management in their critical accounting estimates.


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 Auditors' report.


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.


Page 7

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NEXUS BUSINESS SOLUTIONS GROUP LIMITED (CONTINUED)





Michael Crowson (Senior statutory auditor)
for and on behalf of
HaysMac LLP
Statutory Auditors
10 Queen Street Place
London
EC4R 1AG

19 March 2025
Page 8

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£000
£000

  

Turnover
 4 
10,501
15,931

Cost of sales
  
(7,755)
(10,640)

Gross profit
  
2,746
5,291

Administrative expenses
  
(2,839)
(3,214)

Other operating income
  
80
87

Operating (loss)/profit
 5 
(13)
2,164

Interest payable and similar expenses
 8 
(38)
(73)

(Loss)/profit before taxation
  
(51)
2,091

Tax on (loss)/profit
 9 
(284)
(535)

(Loss)/profit for the financial year
  
(335)
1,556

  

Currency translation differences
  
(175)
(543)

Other comprehensive income for the year
  
(175)
(543)

Total comprehensive income for the year
  
(510)
1,013

  

  

The notes on pages 14 to 28 form part of these financial statements.

Page 9

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
REGISTERED NUMBER: 03671481

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£000
£000

Fixed assets
  

Tangible assets
 10 
30
48

  
30
48

Current assets
  

Debtors
 12 
3,130
5,951

Cash at bank and in hand
 13 
4,125
5,610

  
7,255
11,561

Creditors: amounts falling due within one year
 14 
(2,103)
(5,917)

Net current assets
  
 
 
5,152
 
 
5,644

Total assets less current liabilities
  
5,182
5,692

  

Net assets
  
5,182
5,692


Capital and reserves
  

Called up share capital 
 16 
732
732

Profit and loss account
 17 
4,450
4,960

  
5,182
5,692


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




S Clarke
Director

Date: 19 March 2025

The notes on pages 14 to 28 form part of these financial statements.

Page 10

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
REGISTERED NUMBER: 03671481

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£000
£000

Fixed assets
  

Tangible assets
 10 
28
48

Investments
 11 
3
-

  
31
48

Current assets
  

Debtors
 12 
2,108
1,660

Cash at bank and in hand
 13 
13
169

  
2,121
1,829

Creditors: amounts falling due within one year
 14 
(3,147)
(3,007)

Net current liabilities
  
 
 
(1,026)
 
 
(1,178)

Total assets less current liabilities
  
(995)
(1,130)

  

Provisions for liabilities
  

Deferred taxation
 15 
-
(2)

  
 
 
-
 
 
(2)

Net liabilities
  
(995)
(1,132)


Capital and reserves
  

Called up share capital 
 16 
732
732

Profit and loss account brought forward
  
(1,864)
(1,882)

Profit for the year

  

137
18

Profit and loss account carried forward
  
(1,727)
(1,864)

  
(995)
(1,132)


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


................................................
S Clarke
Director

Date: 19 March 2025

The notes on pages 14 to 28 form part of these financial statements.

Page 11

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£000
£000
£000


At 1 January 2022
732
2,861
3,593



Profit for the year
-
1,556
1,556

Currency translation differences
-
543
543



At 1 January 2023
732
4,960
5,692



Loss for the year
-
(335)
(335)

Currency translation differences
-
(175)
(175)


At 31 December 2023
732
4,450
5,182


The notes on pages 14 to 28 form part of these financial statements.

Page 12

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Profit and loss account
Total equity

£000
£000
£000


At 1 January 2022
732
(1,882)
(1,150)



Profit for the year
-
18
18



At 1 January 2023
732
(1,864)
(1,132)



Profit for the year
-
137
137


At 31 December 2023
732
(1,727)
(995)


The notes on pages 14 to 28 form part of these financial statements.

Page 13

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Nexus Business Solutions Group Limited, registered number 03671481, is a private limited company incorporated and domiciled in England and Wales. The address of the registered office is 10 Queen Street Place, London, EC4R 1AG and trading address  White Clark House, Woodlands Business Park, Milton Keynes, M14 6FG.   The principal activities of the group during the year were that of the supply of programme, people and consultancy services to the Automotive industry and also the provision of vehicle hire activities. 

2.Accounting policies

 
2.1

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.2

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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.
The Company made a profit for the year of £137,000 (2022: Profit of £18,000)

Parent Company disclosure exemptions

In preparing the separate financial statements of the parent Company, advantage has been taken of the following disclosure exemptions available in FRS 102:
No Statement of cash flows has been presented for the parent Company;
Disclosures in respect of the parent Company's financial instruments have not been presented as equivalent disclosures have been provided in respect of the Company as a whole; and
No disclosures have been given for the aggregate remuneration of the key management personnel of the parent Company as their remuneration is included in the totals for the Company as a whole.

The following principal accounting policies have been applied:

Page 14

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Parent 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 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 White Clarke Technologies Limited as at 31 December 2022 and these financial statements may be obtained from Companies House.

 
2.4

Going concern

The financial statements have been prepared on a going concern basis, which the Directors consider to be appropriate for the following reasons. The Directors have performed a going concern assessment that, taking account of reasonably possible downsides including revenue reducing lower than budgeted levels, the Company will have sufficient funds, to meet its liabilities as they fall due during the going concern assessment period. Consequently, the Directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due from at least 12 months from the date of approval of these financial statements and therefore have prepared the financial statements on a going concern basis.

 
2.5

Revenue

Revenue is recognised from the group's activities including of IT systems, managed programs, HR solutions, hire of vehicles and consultancy services. 

 Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from managed programs is recognised monthly as the service is delivered in accordance with the service agreement.

Revenue from the other services provided is recognised when the group has performed its obligations, and to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured.

Revenue from vehicle hire is recognised in accordance with the hire period and deferred or accrued as necessary.

 
2.6

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.

Page 15

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.6
Tangible fixed assets (continued)

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:

Short-term leasehold property
-
Over the length of the lease
Fixtures and fittings
-
10%-20% per annum on cost
Office equipment
-
33.33% per annum on cost
Computer equipment
-
20% - 33.33% per annum on cost

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.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment. 

 
2.8

Debtors

Short term debtors are measured at transaction price.

 
2.9

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.  The company does not presently hold any cash equivalents. 

 
2.10

Financial instruments

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

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Balance sheet when the Group 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
Page 16

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.10
Financial instruments (continued)

interest.

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

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

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. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) 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 asset(s) 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.

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 Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies 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.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with
Page 17

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.10
Financial instruments (continued)

costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group 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 Group 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 Group's contractual obligations expire or are discharged or cancelled.

 
2.11

Creditors

Short term creditors are measured at the transaction price.

 
2.12

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.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.13

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Page 18

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.14

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

 
2.15

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 and the Group operate and generate 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.



3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Although these estimates are based on management's best knowledge of the amount, events or actions, actual results ultimately may differ from those estimates. The directors do not consider there to be any material estimates and judgements applicable to the financial statements aside from estimated provisions against doubtful debtors. 

Page 19

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Turnover

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


2023
2022
£000
£000

Programme, people and consultancy fees
9,375
13,862

Vehicle hire
1,126
2,069

10,501
15,931


Analysis of turnover by country of destination:

2023
2022
£000
£000

United Kingdom
2,763
3,672

Rest of the world
7,738
12,259

10,501
15,931



5.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2023
2022
£000
£000

Exchange differences
4
7

Other operating lease rentals
(5)
8


6.


Auditors' remuneration

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


2023
2022
£000
£000

The auditing of accounts of the company pursuant to legislation
47
44

Page 20

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Employees

Staff costs were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000


Wages and salaries
6,388
8,075
1,059
1,154

Social security costs
485
814
147
2

Cost of defined contribution scheme
373
119
30
25

7,246
9,008
1,236
1,181


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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Employees
100
118
37
39


8.


Interest payable and similar expenses

2023
2022
£000
£000


Bank interest payable
1
1

Loans from group undertakings
37
72

38
73

Page 21

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Taxation


2023
2022
£000
£000

Corporation tax


Current tax on profits for the year
288
535


Total current tax
288
535

Deferred tax


Origination and reversal of timing differences
(4)
-

Total deferred tax
(4)
-


Taxation on profit on ordinary activities
284
535

Factors affecting tax charge for the year

The tax assessed for the year is the same as (2022 - the same as) the standard rate of corporation tax in the UK of 19% (2022 - %) as set out below:

2023
2022
£000
£000


(Loss)/profit on ordinary activities before tax
(51)
2,091


Profit/loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2022 - 19%)
(10)
397

Effects of:


Expenses not deductible for tax purposes
284
8

Higher rate taxes on overseas earnings
-
138

Adjustments to tax charge in respect of prior periods
(4)
-

Non-taxable income
-
9

Other tax related movements
13
-

Other movements - deferred tax
(4)
2

Group relief
-
(8)

Deferred tax not recognised
5
(11)

Total tax charge for the year
284
535


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 22

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Tangible fixed assets

Group






Short-term leasehold property
Fixtures and fittings
Office equipment
Computer equipment
Total

£000
£000
£000
£000
£000



Cost 


At 1 January 2023
142
114
19
105
380


Additions
-
2
3
-
5



At 31 December 2023

142
116
22
105
385



Depreciation


At 1 January 2023
137
83
9
103
332


Charge for the year on owned assets
3
14
5
1
23



At 31 December 2023

140
97
14
104
355



Net book value



At 31 December 2023
2
19
8
1
30



At 31 December 2022
5
31
10
2
48

Page 23

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

           10.Tangible fixed assets (continued)


Company






Short-term leasehold property
Fixtures and fittings
Office equipment
Computer equipment
Total

£000
£000
£000
£000
£000

Cost 


At 1 January 2023
142
114
19
105
380


Additions
-
2
-
-
2



At 31 December 2023

142
116
19
105
382



Depreciation


At 1 January 2023
137
83
9
103
332


Charge for the year on owned assets
3
14
4
1
22



At 31 December 2023

140
97
13
104
354



Net book value



At 31 December 2023
2
19
6
1
28



At 31 December 2022
5
31
10
2
48






Page 24

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Fixed asset investments


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Nexus Rental Services Limited
10 Queen Street Place, London, EC4R 1AG, United Kingdom
Dormant
Ordinary
100%
Nexus Computer Systems Limited
10 Queen Street Place, London, EC4R 1AG, United Kingdom
Systems & Development
Ordinary
100%
Nexus Mobility Solutions Limited
10 Queen Street Place, London, EC4R 1AG, United Kingdom
Vehicle hire
Ordinary
100%
Active Fleet Limited
10 Queen Street Place, London, EC4R 1AG, United Kingdom
Dormant
Ordinary
100%
Nexus Business Solutions LLC (USA)
Liberty Center, Suite 200, 100 West Big Beaver, Troy,Michigan 48084, United States
Automotive services
Ordinary
100%
Nexus Aftermarket PTY
Level 15, 101 Miller Street, North Sydney, NSW 2060, Australia
Automotive services
Ordinary
100%
Nexus Business Solutions (Pty) Ltd
22 Wellington Road, Parktown, Gauteng, 2193,South Africa
Automative Services
Ordinary
100%
Nexus Business Solutions (Canada) Corp.
925 Georgia St W, V6C 3L2 Vancouver , BritishColumbia - Canada
Automative Services
Ordinary
100%

Page 25

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000



Trade debtors
2,068
4,391
859
808

Amounts owed by group undertakings
9
-
689
409

Other debtors
710
156
525
26

Called up share capital not paid
2
2
2
2

Prepayments and accrued income
285
1,351
33
415

Deferred taxation
56
51
-
-

3,130
5,951
2,108
1,660



13.


Cash

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Cash at bank and in hand
4,125
5,610
13
169



14.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Trade creditors
938
2,033
731
951

Amounts owed to group undertakings
198
1,209
2,216
1,394

Corporation tax
82
208
-
-

Other taxation and social security
191
437
73
103

Other creditors
65
310
31
28

Accruals and deferred income
629
1,720
96
531

2,103
5,917
3,147
3,007


Page 26

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Deferred taxation


Group



2023


£000






At beginning of year
51


Charged to profit or loss
5



At end of year
56

Company


2023


£000






At beginning of year
(2)


Charged to profit or loss
2



At end of year
-
Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Accelerated capital allowances
56
51
-
(2)

56
51
-
(2)


16.


Share capital

2023
2022
£000
£000
Allotted, called up and fully paid



730,000 (2022 - 730,000) Ordinary A shares of £1.00 each
730
730
118,750 (2022 - 118,750) Ordinary B shares of £0.02 each
2
2

732

732


Page 27

 
NEXUS BUSINESS SOLUTIONS GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Reserves

Profit and loss account

The profit and loss account contains all retained profits since incorporation less dividends paid. 


18.


Pension commitments

The Group operates a defined contributions pension scheme for the directors and senior employees. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £30,000 (2022 - £117,000). Contributions totalling £8,019 (2022 - £6,466) were payable to the fund at the balance sheet date and are included in creditors.


19.


Commitments under operating leases

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2023
2022
2023
2022
£000
£000
£000
£000

Not later than 1 year
37
47
37
47

Later than 1 year and not later than 5 years
26
15
26
15

63
62
63
62



20.


Related party transactions

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with fellow wholly owned subsidiaries of White Clarke Technologies Limited. Intergroup debtors and creditors balances with other subsidiaries of White Clarke Technologies Limited are included in Notes 14 and 16. In addition there is an intergroup loan with White Clarke Technologies Limited amounting to £nil (2022 - £718,482), of which £36,820 (2022 -  £71,611) of interest was payable during the year. 


21.


Controlling party

The immediate parent of the company is  Latimer Solutions Group Limited.
The directors consider the ultimate controlling party to be White Clarke Tech Group Limited, a company incorporated in the United Kingdom on 16 February 2023. White Clarke Tech Group Limited is the largest within the group which prepares consolidated financial statements in which this company's results are included.  Its registered office is 10 Queen Street Place, London, EC4R 1AG and its principal place of business is White Clarke House, Woodlands Business Park, Linford Wood, Milton Keynes MK14 6FG.

Page 28