Company registration number 03268851 (England and Wales)
TECHSOL GROUP LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
PAGES FOR FILING WITH REGISTRAR
TECHSOL GROUP LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 13
TECHSOL GROUP LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 1 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Intangible assets
3
64,665
60,667
Tangible assets
4
132,384
131,261
Investments
5
1,495,845
397,845
1,692,894
589,773
Current assets
Stocks
25,394
14,106
Debtors
7
2,477,007
2,318,524
Cash at bank and in hand
234,573
390,352
2,736,974
2,722,982
Creditors: amounts falling due within one year
8
(2,840,534)
(1,348,822)
Net current (liabilities)/assets
(103,560)
1,374,160
Total assets less current liabilities
1,589,334
1,963,933
Creditors: amounts falling due after more than one year
9
(730,092)
(587,759)
Net assets
859,242
1,376,174
Capital and reserves
Called up share capital
11
808,000
1,333,000
Profit and loss reserves
51,242
43,174
Total equity
859,242
1,376,174

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 30 September 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

TECHSOL GROUP LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 SEPTEMBER 2024
30 September 2024
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 11 June 2025 and are signed on its behalf by:
Mr G Morgan
Director
Company Registration No. 03268851
TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
1
Accounting policies
Company information

Techsol Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Maltings, East Tyndall Street, Cardiff, United Kingdom, CF24 5EA.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business and is shown net of VAT. Revenue is recognised in the period to which it relates.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 4 -

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software
- 20% straight line
Goodwill
- 10 years
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Fixtures, fittings & equipment
- 33% straight line
Computer equipment
- 33% straight line
Motor vehicles
- 33% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 5 -
1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

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

 

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 6 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or 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 reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 7 -
1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
36
15
TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
3
Intangible fixed assets
Goodwill
Other
Total
£
£
£
Cost
At 1 October 2023
65,000
-
0
65,000
Additions
-
0
10,998
10,998
At 30 September 2024
65,000
10,998
75,998
Amortisation and impairment
At 1 October 2023
4,333
-
0
4,333
Amortisation charged for the year
6,500
500
7,000
At 30 September 2024
10,833
500
11,333
Carrying amount
At 30 September 2024
54,167
10,498
64,665
At 30 September 2023
60,667
-
0
60,667
4
Tangible fixed assets
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 October 2023
35,512
36,373
101,744
173,629
Additions
18,072
31,228
8,116
57,416
At 30 September 2024
53,584
67,601
109,860
231,045
Depreciation and impairment
At 1 October 2023
15,413
20,135
6,820
42,368
Depreciation charged in the year
11,365
11,712
33,216
56,293
At 30 September 2024
26,778
31,847
40,036
98,661
Carrying amount
At 30 September 2024
26,806
35,754
69,824
132,384
At 30 September 2023
20,099
16,238
94,924
131,261

 

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
1,495,845
397,845
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 October 2023
397,845
Additions
1,100,000
Disposals
(2,000)
At 30 September 2024
1,495,845
Carrying amount
At 30 September 2024
1,495,845
At 30 September 2023
397,845

During the financial year, the company acquired 100% of the issued share capital of IBIT Solutions Limited for a consideration of £600,000, of which £300,000 was deferred and payable in October 2024.

 

The company also acquired 100% of the issued share capital of Charlton Networks Limited for a consideration of £500,000, of which £150,000 was deferred and payable in two instalments in January 2025 and January 2026. The deferred consideration totalling £450,000 is disclosed within other creditors - see notes 8 and 9.

6
Subsidiaries

Details of the company's subsidiaries at 30 September 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Applied Business Solutions UK Limited
United Kingdom
Ordinary
100.00
BIT Systems Limited
United Kingdom
Ordinary
100.00
Micross Logic Limited
United Kingdom
Ordinary
100.00
Phoneta Communications Ltd
United Kingdom
Ordinary
100.00
IBIT Solutions Limited
United Kingdom
Ordinary
100.00
Charlton Networks Limited
United Kingdom
Ordinary
100.00

The investments in subsidiaries are all stated at cost.

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 10 -
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
425,278
329,047
Amounts owed by group undertakings
241,235
328,002
Other debtors
83,922
45,488
750,435
702,537
Deferred tax asset
181,300
25,987
931,735
728,524
2024
2023
Amounts falling due after more than one year:
£
£
Amounts owed by group undertakings
1,545,272
1,590,000
Total debtors
2,477,007
2,318,524
8
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
203,375
10,068
Trade creditors
168,885
93,419
Taxation and social security
96,497
91,416
Other creditors
2,371,777
1,153,919
2,840,534
1,348,822
9
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
309,792
17,759
Other creditors
420,300
570,000
730,092
587,759
TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 11 -
10
Loans and overdrafts
2024
2023
£
£
Bank loans
513,167
27,827
Preference shares
345,000
570,000
Other loans
1,838,937
1,051,100
2,697,104
1,648,927
Payable within one year
2,042,312
1,061,168
Payable after one year
654,792
587,759

The preference shares attract a fixed cumulative preferential dividend at a rate of 2.5% above the Bank of England base rate.

 

On 2 July 2010, HSBC Bank Plc secured a fixed and floating charge over the company and all property and assets, present and future.

 

Assets held under hire purchase contracts included within other creditors are secured over the assets to which they relate.

 

11
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
3,000
3,000
3,000
3,000
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
1,150,000
1,900,000
1,150,000
1,900,000
Preference shares classified as equity
805,000
1,330,000
Preference shares classified as liabilities
345,000
570,000
1,150,000
1,900,000
Total equity share capital
808,000
1,333,000
TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
11
Called up share capital
(Continued)
- 12 -

On 25 April 2022, the company issued 1,900,000 £1 redeembable preference shares in exchange for the conversion of a loan of the same amount owed to the Estate of D N O Williams. The preference shares attract a fixed cumulative preferential dividend at a rate of 2.5% above the Bank of England base rate and are redeemable at the option of the company.

 

On 17 September 2024, the company repurchased 750,000 £1 redeemable preference shares for a consideration of £750 in accordance with The Companies (Reduction of Share Capital) Order 2008. The repurchase comprised £525,000 and £225,000 previously classified as equity and liabilities respectively.

 

During the year, dividends totalling £146,471 (2023: £124,632) were due in respect of the redeemable preference shares, however the preference shares holder waivered their entitlement to receive the dividends. Consequenlty, no dividends have been paid during the year nor in previous years since their original issue.

TECHSOL GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 13 -
12
Prior period adjustment
Reconciliation of changes in equity
1 October
30 September
2022
2023
£
£
Adjustments to prior year
Reclassification of redeemable preference shares - equity component
1,330,000
1,330,000
Equity as previously reported
100,007
46,174
Equity as adjusted
1,430,007
1,376,174
Analysis of the effect upon equity
Share capital
1,330,000
1,330,000
Notes to reconciliation
Redeemable preference shares

During the year, it was assessed that the £1 redeemable preference shares of £1,900,000 issued by the company on 25 April 2022, previously recognised fully as debt, exhibited characteristics of both equity and debt in their initial recognition. Consequently, a prior year adjustment has been recorded to seperately recognise the equity and debt components, being £1,330,000 and £570,000 respectively and the comparative figures have been restated accordingly.

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