Company registration number 08335617 (England and Wales)
SMARTGATE SOLUTIONS LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2024
PAGES FOR FILING WITH REGISTRAR
SMARTGATE SOLUTIONS LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 12
SMARTGATE SOLUTIONS LIMITED
BALANCE SHEET
AS AT
31 OCTOBER 2024
31 October 2024
- 1 -
31 October 2024
30 November 2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
1,547,676
Tangible assets
5
65,483
86,603
Investments
6
8
8
65,491
1,634,287
Current assets
Debtors
8
1,677,390
1,369,931
Cash at bank and in hand
2,932,222
591,568
4,609,612
1,961,499
Creditors: amounts falling due within one year
9
(6,343,272)
(3,264,679)
Net current liabilities
(1,733,660)
(1,303,180)
Net (liabilities)/assets
(1,668,169)
331,107
Capital and reserves
Called up share capital
10
12
10
Share premium account
13,665,500
11,673,014
Profit and loss reserves
(15,333,681)
(11,341,917)
Total equity
(1,668,169)
331,107
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 1 August 2025 and are signed on its behalf by:
L Williams
Director
Company registration number 08335617 (England and Wales)
SMARTGATE SOLUTIONS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 2 -
Share capital
Share premium account
Share reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 December 2022
10
11,673,014
-
(8,373,229)
3,299,795
Year ended 30 November 2023:
Loss and total comprehensive income
-
-
-
(2,968,688)
(2,968,688)
Balance at 30 November 2023
10
11,673,014
-
(11,341,917)
331,107
Period ended 31 October 2024:
Loss and total comprehensive income
-
-
-
(4,906,254)
(4,906,254)
Issue of share capital
10
2
1,992,486
-
-
1,992,488
Credit to equity for equity settled share-based payments
-
-
914,490
Transfers
-
-
(914,490)
914,490
-
Balance at 31 October 2024
12
13,665,500
-
(15,333,681)
(1,668,169)
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 3 -
1
Accounting policies
Company information
Smartgate Solutions Limited is a private company limited by shares incorporated in England and Wales. The registered office is Avenue HQ, 10-12 East Parade, Leeds, LS1 2BH.
1.1
Reporting period
The current period of accounts covers the period from 1 December 2023 to 31 October 2024 whereas the prior period of account covers the year from 1 December 2022 to 30 November 2023 and is therefore not directly comparable.
1.2
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, 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.
1.3
Going concern
In assessing the appropriateness of the going concern assumption, the directors have prepared detailed cashflow forecasts for the Company extending 12 months from the date of approval of these financial statements. In any reasonable scenario, the Company has sufficient cash to meet its liabilities as they fall due. However, these forecasts indicate cash flow levels in the next 12 months where cash inflows and outflows will have to be managed carefully. trueThe company benefits from the support of its parent who has obtained a £18.8 million loan facility with which to support the company as necessary. The directors are confident that this will enable them to navigate the working capital requirements of the business within the available facilities and therefore consider the going concern basis to be appropriate.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from contracts for the provision of services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all the following conditions are satisfied:
the amount of revenue can be measured reliably ;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 4 -
1.5
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.6
Intangible fixed assets other than goodwill
Intangible assets are initially recognised at cost. After recognition, under the contract model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
1.7
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 and fittings
25% straight line
Computers
25% straight line
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.
1.8
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.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.9
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 5 -
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.10
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.
1.11
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.
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.
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 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.
1.12
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.
1.13
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.
1.14
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.
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
1
Accounting policies
(Continued)
- 7 -
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charge to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that will eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the profit or loss is charged with the fair value of goods and services received.
Where share options are granted under 'exit only' agreement, and the directors do not consider an exit event to be probable, no charge is recognised. At the point where the directors believe an exit event to be probable, a share option charge is recognised straight line over the period to the date of expected exit.
1.17
Leases
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.
1.18
Government grants
Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 8 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Development costs
The Company recognises costs incurred on development projects as an intangible asset which satisfies the requirements of FRS 102. The calculation of the costs incurred includes a portion of the time costs of any employees working on the projects developing the Radar Healthcare platform. The decision whether to capitalise and how to determine the period of economic benefit of a project requires an assessment of the commercial viability of each project.
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2024
2023
Number
Number
Total
89
89
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 9 -
4
Intangible fixed assets
Other
£
Cost
At 1 December 2023
2,458,631
Additions
284,574
At 31 October 2024
2,743,205
Amortisation and impairment
At 1 December 2023
910,955
Amortisation charged for the period
521,101
Impairment losses
1,311,149
At 31 October 2024
2,743,205
Carrying amount
At 31 October 2024
At 30 November 2023
1,547,676
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 December 2023
187,742
Additions
11,612
At 31 October 2024
199,354
Depreciation and impairment
At 1 December 2023
101,139
Depreciation charged in the period
32,732
At 31 October 2024
133,871
Carrying amount
At 31 October 2024
65,483
At 30 November 2023
86,603
6
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests (see below)
8
8
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 10 -
7
Subsidiaries
Details of the company's subsidiaries at 31 October 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Radar Healthcare Inc
USA
Ordinary Shares
100.00
Radar Healthcare Limited
United Kingdom
Ordinary Shares
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Radar Healthcare Inc
Radar Healthcare Limited
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.
8
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,172,732
732,647
Corporation tax recoverable
33,694
70,305
Other debtors
360
93,668
Prepayments and accrued income
470,604
473,311
1,677,390
1,369,931
Certain trade debtors totaling £100,002 are subject to a financing arrangement with a third party with recourse.
9
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
328,341
150,663
Amounts owed to group undertakings
1,109,215
Taxation and social security
713,809
330,745
Other creditors
742,925
81,512
Accruals and deferred income
3,448,982
2,701,759
6,343,272
3,264,679
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 11 -
10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.01p each
114,455
97,913
12
10
On 22 October 2024, 16,542 shares were issued at premium of £120.45 per share.
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 October 2024 and of its loss for the period 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.
Senior Statutory Auditor:
Andrew Turner
Statutory Auditor:
Mercer & Hole LLP
Date of audit report:
1 August 2025
12
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2024
2023
£
£
Within one year
85,690
88,130
SMARTGATE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 OCTOBER 2024
- 12 -
13
Share based payments
The company operated one share option scheme during the period ended 31 October 2024 (2023: one).
During the year, all the share options vested resulting in a profit and loss charge of £914,490 (2023: £nil).
Weighted average exercise price (pence)
Number
Weighted average exercise price (pence)
Number
2024
2024
2023
2023
Outstanding at the beginning of the year
6,905
29,070
6,905
29,348
Granted during the year
180
694
-
-
Forfeited during the year
(611)
(13,222)
(1,802)
(278)
Exercised during the year
(6,905)
(16,542)
Outstanding at the end of the year
-
-
6,905
29,070
14
Related party transactions
During the period the Company paid expenses of £241,772 (2023: £274,601) on behalf of its subsidiary Radar Healthcare Inc. At the period end the Company was owed £516,374 (2023: £274,593) by its subsidiary Radar Healthcare Inc. This amount has been provided for in full.
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