| REGISTERED NUMBER: |
| Report of the Directors and |
| Financial Statements |
| for the Year Ended 31 December 2024 |
| for |
| Norman Broadbent Executive Search |
| Limited |
| REGISTERED NUMBER: |
| Report of the Directors and |
| Financial Statements |
| for the Year Ended 31 December 2024 |
| for |
| Norman Broadbent Executive Search |
| Limited |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Report of the Directors | 2 |
| Report of the Independent Auditors | 4 |
| Statement of Comprehensive Income | 8 |
| Statement of Financial Position | 9 |
| Statement of Changes in Equity | 10 |
| Notes to the Financial Statements | 11 |
| Norman Broadbent Executive Search |
| Limited |
| Company Information |
| for the Year Ended 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| Chartered Accountants |
| London |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of executive search, recruitment for interim and senior talent management and executive coaching and assessment. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors during the year under review were: |
| P Searle |
| K G Davidson |
| M Malik |
| The directors holding office at 31 December 2024 did not hold any beneficial interest in the issued share capital of the company at 1 January 2024 or 31 December 2024. |
| The company's share capital is wholly owned by its parent company, Norman Broadbent plc. P Searle, K G Davidson and M Malik were also directors of Norman Broadbent plc during the year and their interests in that company are shown in those accounts. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 101 'Reduced Disclosure Framework'. 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 and then apply them consistently; |
| - state whether applicable United Kingdom Accounting Standards, comprising FRS 101, have been followed, subject to any material departures disclosed and explained in the financial statements; |
| - make judgements and accounting estimates that are reasonable and prudent; |
| - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Report of the Directors |
| for the Year Ended 31 December 2024 |
| AUDITORS |
| The auditors, Kreston Reeves LLP, were proposed and reappointed at the most recent Annual General Meeting. |
| APPROVAL |
| In preparing this report, the directors have taken advantage of the small companies exemptions provided by sections 415A and 414B of the Companies Act 2006. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Norman Broadbent Executive Search |
| Limited |
| Opinion |
| We have audited the financial statements of Norman Broadbent Executive Search Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (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 December 2024 and of its loss for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| 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. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our 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. |
| In connection with our audit of the financial statements, 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 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. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Report of the Directors has 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 Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - adequate accounting records have not been kept, 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; or |
| - the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report. |
| Report of the Independent Auditors to the Members of |
| Norman Broadbent Executive Search |
| Limited |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the 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. |
| Report of the Independent Auditors to the Members of |
| Norman Broadbent Executive Search |
| Limited |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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: |
| Capability of the audit in detecting irregularities, including fraud |
| Based on our understanding of the company and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. 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 increase revenue or reduce expenditure, and management bias in accounting estimates. Audit procedures performed by the engagement team included: |
| - | Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations and fraud; and |
| - | Enquiry of management and those charged with governance around actual and potential litigation and claims; and |
| - | Reviewing minutes of meetings of those charged with governance; and |
| - | Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and |
| - | Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business; and |
| - | Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risk of material misstatement due to fraud; and enabling 100% interrogation of the general ledger transactions with a focus on transactions that exhibit unusual characteristics, meriting further investigation; and |
| - | Identifying and testing journal entries, in particular any manual entries made at the year-end for the financial statement preparation. |
| 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. |
| As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also: |
| - | Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. |
| - | Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control. |
| - | Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. |
| - | Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Report of the Auditors to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Report of the Auditors. However, future events or conditions may cause the company to cease to continue as a going concern. |
| Report of the Independent Auditors to the Members of |
| Norman Broadbent Executive Search |
| Limited |
| - | Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. |
| We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Statutory Auditors |
| Chartered Accountants |
| London |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Statement of Comprehensive |
| Income |
| for the Year Ended 31 December 2024 |
| 2024 | 2023 |
| Notes | £'000 | £'000 |
| TURNOVER | 3 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| OPERATING (LOSS)/PROFIT | ( |
) |
| Interest payable and similar expenses | 6 | ( |
) | ( |
) |
| (LOSS)/PROFIT BEFORE TAXATION | 7 | ( |
) |
| Tax on (loss)/profit | 8 |
| (LOSS)/PROFIT FOR THE FINANCIAL YEAR | ( |
) |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Statement of Financial Position |
| 31 December 2024 |
| 2024 | 2023 |
| Notes | £'000 | £'000 | £'000 | £'000 |
| FIXED ASSETS |
| Tangible assets | 9 |
| CURRENT ASSETS |
| Debtors | 10 |
| Cash at bank and in hand |
| CREDITORS |
| Amounts falling due within one year | 11 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year |
12 |
| NET (LIABILITIES)/ASSETS | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 16 |
| Retained earnings | 17 | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Statement of Changes in Equity |
| for the Year Ended 31 December 2024 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £'000 | £'000 | £'000 |
| Balance at 1 January 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2024 | ( |
) | ( |
) |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| Norman Broadbent Executive Search Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| All values within the financial statements are rounded to the nearest thousand (£ ), except when otherwise indicated. |
| 2. | ACCOUNTING POLICIES |
| General information and basis of preparing the financial statements |
| The financial statements of Norman Broadbent Executive Search Limited ("Norman Broadbent" or "the Company") have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 101 "Reduced Disclosure Framework" (FRS101) and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. |
| The preparation of financial statements in conformity with FRS101 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in these notes. |
| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework": |
| - the requirements of paragraphs 10(d), 16, 38A, 111 and 134 to 136 of IAS 1; |
| - the requirements of IAS 7 Statement of Cash Flows; |
| - the requirements of paragraphs 17 of IAS 24 Related Party Disclosures; |
| - the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group. |
| As the consolidated financial statements of Norman Broadbent plc include the equivalent disclosures, the company has also taken exemption under FRS 101 in respect of Share Based Payments in respect of group settled share based payments. |
| ACCOUNTING POLICIES - continued |
| Going concern |
| The financial statements of the Company have been prepared under the assumption the Company operates on a going concern basis, which assumes the Company will be able to discharge its liabilities as they fall due. In confirming the validity of the going concern basis of preparation, the Company has considered the following specific factors: |
| - The Company reported an operating loss from continued operations in the year to 31 December 2024 of £0.1m compared with an operating profit of £1.7m in 2023 |
| - The Statement of Financial Position shows a net liability position at 31 December 2024 of £0.08m (2023: £0.09m net assets) with cash at bank of £0.2m (2023: £0.8m) |
| - At the date that these financial statements were approved the Company had access to funding via its invoice discounting facility which is 100% secured by the Company's trade receivables. |
| - Management prepares an annual budget and longer-term strategic plan, including an assessment of cash flow requirements, and continue to monitor actual performance against budget and plan throughout the reporting period. |
| Based on these factors, management has a reasonable expectation that the Company has and will have adequate resources to continue in operational existence for the foreseeable future. |
| The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Significant judgements and estimates |
| a. Revenue recognition - revenue is recognised based on estimated timing of delivery of services based on the assignment structure and historical experience. Were these estimates to change then the amount of revenue recognised would vary. |
| b. Share-based payments - the expense recognised for the share-based payments scheme reflects the number of share options granted that will vest and management's expectations regarding share lapses and non-market performance conditions. All options are subject to both time vesting and performance conditions. |
| Changes in accounting policies and disclosure |
| a) New and amended accounting standards adopted by the Company |
| The Company adopted the following new and amended relevant IFRS in the year: |
| - Classification of Liabilities as Current or Non-Current - Amendments to IAS 1 |
| b) Standards, amendments and interpretations to existing standards that are not yet effective and have not yet been adopted early by the Company |
| There are a number of standards, amendments to standards, and interpretations which have been issued by the International Accounting Standards Board ("IASB") that are effective in future accounting periods that the Company has decided not to adopt early. Any standards that are not deemed relevant to the operations of the Company have been excluded: |
| - Presentation and Disclosure in Financial Statements - IFRS18 |
| The Company is currently assessing the impact of the new accounting standards and amendments. The Company does not believe that these amendments will have a significant impact on the financial statements of the Company. |
| Turnover |
| Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Company's activities. Revenue is shown net of value-added tax, returns, rebates and discounts. The Company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and when specific criteria have been met for each of the Company's activities as described below. |
| a. Executive Search |
| Executive Search services are provided on a retained basis and the Company generally invoices the client at pre-specified milestones agreed in advance at a specific point in time. Revenue is recognised at three stages; retainer, shortlist and completion fee. Revenue is recognised based on delivery of performance obligations at defined stages including resource allocation and search strategy agreement at retainer stage, delivery of candidate shortlist and candidate acceptance of placement. |
| b. Interim Management |
| Revenue is recognised for interim business over time as services are rendered, validated by receipt of a client approved timesheet or equivalent. Fixed Term Contracts or Candidate conversions are recognised on client approval and invoice date at a specific point in time. |
| c. Leadership Consulting |
| Revenue is recognised in line with delivery. Where revenue is generated by contracts covering a number of sessions then revenue is recognised over the contract term based on the average number of sessions taken up and is invoiced at a specific point in time. |
| d. Interest income |
| Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount. |
| Exceptional items |
| Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size and incidence. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| The cost of property, plant and equipment is their purchase cost, together with any incidental costs of acquisition. |
| Depreciation is recognised on a straight-line basis to write down the cost less estimated residual value of each asset over its expected useful economic life at the following rates: |
| - Short leasehold - over three to five years |
| - Right of use asset - lower of the asset's useful life and the lease term |
| - Fixtures and fittings - lower of lease term and four years |
| - Computer & office equipment - over three to four years |
| Taxation |
| Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
| Taxation currently payable is based on the taxable profit for the year. Taxable profit differs from net profit as reported in the statement of comprehensive income because it excludes items of income and expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the statement of financial position date. |
| Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all material taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. |
| Such assets and liabilities are not recognised if the temporary difference arises from an initial recognition of goodwill or from the initial recognition (other than in the business combination) of other assets and liabilities in the transaction that affects neither the tax profit nor the accounting profit. |
| Deferred tax is calculated using the tax rates that have been enacted or substantively enacted at the statement of financial position date. Deferred tax is charged or credited to the statement of comprehensive income, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. |
| Employee benefit costs |
| The Company operates a number of defined contribution pension schemes for the benefit of certain employees. The costs of the pension schemes are charged to the income statement as incurred. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial assets and liabilities |
| Financial assets and liabilities are recognised initially at their fair value and are subsequently measured at amortised cost. For trade receivables, trade payables and other short-term financial liabilities this generally equates to original transaction value. |
| Trade Receivables |
| Trade receivables are amounts due from customers for services performed in the ordinary course of business. If collection is expected in one year or less (or in the normal operating cycle of the business if longer), they are classified as current assets. If not, they are presented as non-current assets. Trade receivables are recognised initially at transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade receivables is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debt. |
| Cash and cash equivalents |
| Cash and cash equivalents include cash in hand and deposits held at call with banks. Bank overdrafts are shown within borrowings in current liabilities on the statement of financial position. |
| Borrowings |
| Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest method. |
| Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is recognised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates. |
| Invoice discounting facility |
| The terms of this arrangement are judged to be such that the risk and rewards of ownership of the trade receivables do not pass to the finance provider. As such the receivables are not derecognised on draw-down of funds against this facility. This facility is recognised as a liability for the amount drawn. |
| Trade Payables |
| Trade payables are non-interest bearing and are initially recognised at fair value and then subsequently measured at amortised cost. |
| Foreign currency translation |
| a. Functional and presentation currency |
| Items included in the Company's financial statements are measured using pound sterling which is the functional currency of the company. |
| b. Transactions and balances |
| Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income. |
| Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'net finance income'. All other foreign exchange gains and losses are presented in the income statement within 'administrative expenses'. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Leases |
| The Company makes the use of leasing arrangements principally for the provision of office space and various office equipment. Rental contracts are typically made for fixed periods of 3 to 5 years but may have extension options. |
| Contracts may contain both lease and non-lease components. The company allocates the consideration in the contract to the lease and non-lease components based on their relative standalone prices. |
| However, for leases of property for which the company is a lessee and for which it has major leases, it has elected not to separate lease and non-lease components and instead accounts for these as a single lease component. |
| Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments: |
| - Fixed payments (including in-substance fixed payments), less any lease incentives receivable; |
| - Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date; |
| - Amounts expected to be payable by the company under residual value guarantees; |
| - The exercise price of a purchase option if the company is reasonably certain to exercise that option; and |
| - Payments of penalties for terminating the lease, if the lease term reflects the company exercising that option. |
| Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the company, the lessee's incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. |
| Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. |
| Right-of-use assets are measured at cost comprising the following: |
| - The amount of the initial measurement of lease liability; |
| - Any lease payments made at or before the commencement date less any lease incentives received; and |
| - Any initial direct costs. |
| Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. If the company is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset's useful life. Right-of-use assets are tested for impairment in accordance with IAS 36 Impairment of assets. |
| Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT equipment and small items of office furniture. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. |
| Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. However if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost. |
| Share Option Schemes |
| For equity-settled share-based payment transactions the Company, in accordance with IFRS 2, measures their value and the corresponding increase in equity indirectly, by reference to the fair value of the equity instruments granted. The fair value of those equity instruments is measured at grant date, the EBITDA Options and SAYE Options using a Binomial option model and the Share Price Options using a Monte Carlo simulation model. The expense is apportioned over the vesting period of the financial instrument and is based on the numbers which are expected to vest and the fair value of those financial instruments at the date of grant. If the equity instruments granted vest immediately, the expense is recognised in full. |
| 3. | TURNOVER |
| The turnover and loss (2023 - profit) before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by class of business is given below: |
| 2024 | 2023 |
| £'000 | £'000 |
| An analysis of turnover by geographical market is given below: |
| 2024 | 2023 |
| £'000 | £'000 |
| United Kingdom |
| Rest of the world |
| 4. | EMPLOYEES AND DIRECTORS |
| The average number of persons employed by the company (including directors) during the year was 58 (2023: 51). |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 5. | DIRECTORS' EMOLUMENTS |
| 2024 | 2023 |
| £'000 | £'000 |
| Wages and salaries | 602 | 737 |
| Pension contributions | 21 | 19 |
| Benefits/Death in service premiums | 4 | 6 |
| 627 | 762 |
| The number of directors to whom retirement benefits under money purchase schemes are accruing was 2 (2023 : 2). |
| Included in the above, wages and salary of £277,000 (2023: £420,000) and pension contributions of £12,000 (2023: £11,000) were paid to the highest paid director. |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2024 | 2023 |
| £'000 | £'000 |
| Bank interest |
| Other interest |
| 7. | (LOSS)/PROFIT BEFORE TAXATION |
| The loss before taxation (2023 - profit before taxation) is stated after charging: |
| 2024 | 2023 |
| £'000 | £'000 |
| Depreciation - owned assets | 34 | 56 |
| Depreciation - right of use asset | 251 | 175 |
| Auditors remuneration | 30 | 29 |
| Exceptional item - waiver of intercompany balance | - | (1,075 | ) |
| Administrative expenses in the prior year included an exceptional credit of £1,075,000 relating to the waiver of intercompany balances. |
| 8. | TAXATION |
| Analysis of tax expense |
| No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 8. | TAXATION - continued |
| Factors affecting the tax expense |
| The tax assessed for the year is higher (2023 - lower) than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2024 | 2023 |
| £'000 | £'000 |
| (Loss)/profit before income tax | ( |
) |
| (Loss)/profit multiplied by the standard rate of corporation tax in the UK of |
(43 |
) |
390 |
| Effects of: |
| Expenses not deductible | 11 | 8 |
| Share option costs | 13 | 68 |
| Depreciation in excess of capital allowances | (309 | ) | 11 |
| Pension accrual movement | 1 | 2 |
| Waiver of intercompany balance | - | (252 | ) |
| Adjustments to losses carried forward | 327 | (227 | ) |
| Tax expense |
| The company has unused tax losses totalling £13,264,000 (2023: £11,955,000) available to offset against future profits. No deferred tax asset has been recognised for these losses. |
| 9. | TANGIBLE FIXED ASSETS |
| Fixtures | Computer |
| Short | Right of | and | & office |
| leasehold | use asset | fittings | equipment | Totals |
| £'000 | £'000 | £'000 | £'000 | £'000 |
| COST |
| At 1 January 2024 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 10. | DEBTORS |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts falling due within one year: |
| Trade debtors |
| Other debtors |
| Prepayments |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 10. | DEBTORS - continued |
| 2024 | 2023 |
| £'000 | £'000 |
| Amounts falling due after more than one year: |
| Other debtors | - | 2 |
| Aggregate amounts |
| 11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £'000 | £'000 |
| Bank loans and overdrafts (see note 13) |
| Leases (see note 13) |
| Trade creditors |
| Amounts owed to group undertakings |
| Social security and other taxes |
| Accrued expenses |
| 12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £'000 | £'000 |
| Leases (see note 13) |
| 13. | FINANCIAL LIABILITIES - BORROWINGS |
| 2024 | 2023 |
| £'000 | £'000 |
| Current: |
| Bank loans - less than 1 yr |
| Leases (see note 14) | 387 | 111 |
| Non-current: |
| Leases (see note 14) | 119 | 8 |
| Terms and debt repayment schedule |
| 1 year or |
| less | 1-2 years | 2-5 years | Totals |
| £'000 | £'000 | £'000 | £'000 |
| Leases | 387 | 106 | 13 | 506 |
| Bank loans relate to the company's invoice discounting facility. |
| The company operates an invoice discounting facility with Metro Bank and as such Metro Bank holds an all asset debenture for Norman Broadbent PLC and Norman Broadbent Executive Search Limited. Funds are available to be drawn down at an advance rate of 88% against trade receivables of Norman Broadbent Executive Search Limited that are aged less than 120 days with the facility capped at £2,100,000. At 31 December 2024, the outstanding balance on the facility of £Nil (2023 : £159,000) was secured by trade receivables of £1,796,000 (2023 : £2,536,000). Interest is charged on the drawn down funds at a rate of 2.4% above the bank base rate. |
| 14. | LEASING |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 14. | LEASING - continued |
| Lease liabilities |
| Minimum lease payments fall due as follows: |
| 2024 | 2023 |
| £'000 | £'000 |
| Gross obligations repayable: |
| Within one year | 406 | 114 |
| Between one and five years | 122 | 8 |
| 528 | 122 |
| Finance charges repayable: | 22 | 2 |
| Net obligations repayable: |
| Within one year | 387 | 111 |
| Between one and five years | 119 | 8 |
| 506 | 119 |
| 15. | FINANCIAL INSTRUMENTS |
| The carrying amount of the company's financial instruments are as follows: |
| 2024 | 2023 |
| £'000 | £'000 |
| Financial assets |
| Debt instruments measured at amortised cost: |
| - Trade debtors | 1,796 | 2,536 |
| - Other debtors | 41 | 43 |
| Financial liabilities |
| Measured at amortised cost: |
| - Bank loans and overdrafts | - | (159 | ) |
| - Trade creditors | (375 | ) | (297 | ) |
| - Amounts owed to group undertakings | (125 | ) | (147 | ) |
| - Accruals | (1,689 | ) | (2,591 | ) |
| - Leases | (506 | ) | (119 | ) |
| 16. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | .2p | 2 | 2 |
| 17. | RESERVES |
| Retained earnings represent cumulative profits or losses net of dividends and other adjustments. |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 18. | PENSION COMMITMENTS |
| The company has a defined contribution pension scheme designed to provide retirement benefits for employees of the company. The amount charged to the statement of comprehensive income during the year in respect of normal contributions amounted to £250,000 (2023 : £217,000). Death in service premiums payable by the company amounted to £11,000 (2023 : £10,000). At the year end the pension liability amounted to £26,000 (2023 : £22,000). |
| 19. | ULTIMATE PARENT COMPANY |
| Norman Broadbent plc is regarded by the directors as being the company's ultimate parent company. |
| Copies of the ultimate parent company's consolidated financial statements may be obtained from the company secretary at www.normanbroadbent.com Norman Broadbent plc, 68 King William Street, London, EC4N 7HR. |
| 20. | COMMITMENTS AND CONTINGENT LIABILITIES |
| The company is a member of the Norman Broadbent plc Group VAT scheme. As such it is jointly accountable for the combined VAT liability of the group. The group VAT liability outstanding at the year end was £212,000 (2023 : £192,000) of which £218,000 is recognised on the company balance sheet within current liabilities (2023 : £200,000). |
| 21. | RELATED PARTY TRANSACTIONS |
| The company has taken advantage of the disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework". |
| Norman Broadbent Executive Search |
| Limited (Registered number: 03326763) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2024 |
| 22. | SHARE-BASED PAYMENTS |
| Certain of the company's employees are members of the group's equity-settled share-based payment schemes. The share based payment charge for the year in respect of these employees of £50,000 (2023: £288,000) is included in the profit and loss of the company. The share based payment reserve at the year end amounted to £440,000 (2023: £384,000). |
| As at 31 December 2024, the Company maintained two share-based payment schemes for employee remuneration, the Long Term Incentive Plan (LTIP) and the Save As You Earn Scheme (SAYE). Both programmes will be settled in equity. |
| LTIP |
| The LTIP is part of the remuneration package of the Company’s senior management team. The scheme is an executive Enterprise Management Incentive ("EMI") share option scheme and 4,148,148 options were granted as part of the scheme on 28 July 2023. All options are subject to both time vesting conditions and performance conditions. 50% of the Options are subject to market-based share price performance conditions (the "Share Price Options") and 50% are subject to certain EBITDA performance conditions (the "EBITDA Options"). |
| During the year 550,000 options (2023: no options) were exercised with a weighted average exercise price of 0p. |
| At 31 December 2024 11,598,000 LTIP options (31 December 2023: 12,148,000) with a weighted average exercise price of 0p (31 December 2023: 0p) and a weighted average remaining contractual life of 4.7 years (31 December 2023: 5.7 years) were outstanding. |
| SAYE |
| During the prior year the Company established a tax advantaged SAYE scheme. The scheme is based on eligible employees being granted options over shares with an exercise price of £0.05 per share, which represents a 20 per cent discount to the closing middle market price of a share on 12 June 2023. |
| Employees agree to opening a sharesave account with the nominated savings carrier and save monthly over a three year saving period. On vesting, participants have a 6-month period to exercise their options. |
| The Company issued 4,500,000 options on 29 June 2023 (the "SAYE Grant Date"). The SAYE options have no performance conditions attached to them. |
| At 31 December 2024 3,744,000 SAYE options (31 December 2023: 4,212,000) with a weighted average exercise price of 0.05p (31 December 2023: 0.05p) and a weighted average remaining contractual life of 2.1 years (31 December 2023: 3.1 years) were outstanding. |