Company registration number 04254807 (England and Wales)
TAHER LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
TAHER LIMITED
COMPANY INFORMATION
Directors
Mrs J Rudge
Mr K Rudge
Ms E Rudge
(Appointed 8 May 2024)
Mr H Rudge
(Appointed 8 May 2024)
Mr P Insley
(Appointed 3 October 2024)
Secretary
Mrs J Rudge
Company number
04254807
Registered office
252 Torquay Road
Paignton
Devon
TQ3 2EZ
Auditor
Streets Audit LLP
Tower House
Lucy Tower Street
Lincoln
Lincolnshire
LN1 1XW
Business address
252 Torquay Road
Paignton
Devon
TQ3 2EZ
TAHER LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Profit and loss account
10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 27
TAHER LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 1 -
The directors present the strategic report for the Period ended 29 September 2024.
Review of the business
Ocean Healthcare is a growing healthcare organisation operating primarily in the South West of England, delivering high-quality staffing and care services across two core divisions:
- Complex Care Division: Provides bespoke care packages for individuals in their own homes, particularly those with complex health and social care needs. Staff are employed and work under commissioned contracts.
- Agency (Temporary Staffing) Division: Supplies healthcare assistants (HCAs) and other care staff to care homes and other care establishments on a contract-for-services basis.
The business operates in a group structure via two subsidiaries:
- TAHER LIMITED (trading as Ocean Healthcare – Complex Care Division)
- OCEAN HEALTHCARE AGENCY LTD (trading as Ocean Healthcare – Temporary Staffing Division)
These subsidiaries are wholly owned by Ocean Healthcare Holdings Limited, the parent company. The group of companies was formed on 30 September 2024, when control of both subsidiaries was passed to Ocean Healthcare Holdings Limited. On the same day, the “Agency” division of the business was transferred by the company to fellow subsidiary, Ocean Healthcare Agency Limited.
Business Review
During the financial year ending 30 September 2024, Ocean Healthcare experienced growth in turnover, primarily due to strong demand for complex care services. This has more than offset a decline in demand for temporary staffing services. Additional income from new services has begun to support our aim of diversification.
Key KPIs for the group include sales, hours delivered, gross margin, operating margin, and EBITDA. Performance across these indicators has remained in line with expectations or revised forecasts.
Principal risks and uncertainties
Ocean Healthcare continues to operate in a dynamic and regulated environment. The key risks identified during the year include:
Workforce Supply
The company’s main stock in trade is its people. Challenges in recruiting and retaining qualified healthcare workers are a limiting factor in the company’s growth, and an area of focus for the leadership team. The company is also exposed to risk in this area in relation to government policy on immigration and other legislative factors in relation to people.
Regulatory Compliance
The company requires regulatory permission in order to trade in the sector. Adhering to standards set by the Care Quality Commission (CQC) and other authorities is an ongoing necessity in order to be able to trade. The company manages the risk of non-compliance through its training and by a system of leadership which allows quality standards to be monitored and standardized.
Funding and Commissioning
The company either contracts directly with government organisations, or it forms part of the supply chain which is ultimately funded by them. Government spending policies can affect the amount of work that can be done, and the rate that can be charged by the company.
TAHER LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 2 -
Financial risk
The business operates by directly selling hours of time given by employees. A significant risk to the company is in relation to the financial element of employer taxation and employment law. In addition, other economic factors such as inflation pose a significant risk to the company. Wages paid to staff remains the company’s largest single expense line and anything that affects wages of the workforce will affect the company more than most other businesses.
Development and performance
Turnover grew by 6% due to success in winning more complex care contracts. The business is focused on recruitment high quality workers, who are carefully matched to the right service user, and then receive comprehensive nurse-led in-person training and on-going support and supervision. This commitment to quality-first, is the key driver in our ability to win and retain contracts. Additionally the business has invested in the capabilities to work with the most complex cases, which can now include care where restraint may be needed.
The company is committed to investing in the right facilities and skills to support the very best care and regulatory compliance, and so is focused on improving EBIDTA % to generate the capital for some long term investments in this area. The purchase of a much larger premises for complex care being a case in point.
Hours of care delivered across both areas of the business grew by around 15% during 2024 due to high levels of customer service, loyalty and sales activities. It is expected to see continued growth into the following year.
Key performance indicators
The directors use a combination of financial and non-financial KPIs to monitor progress and performance. These include:
- Sales and hours delivered
- Gross and operating margins
- EBITDA
- Client satisfaction ratings
- Compliance outcomes
- Staff recruitment and retention metrics
Other information and explanations
Significant Events
The most notable achievement during the year was Ocean Healthcare’s successful acceptance onto the Cornwall ICB complex care framework, with the first contracts now coming through. The company also made a significant investment in a new head office facility for the complex care business, greatly increasing administrative, management, and training capacity.
Future Developments
Taher Limited now houses the Complex Care aspect of the business. The leadership plans to expand into new geographic territories during the coming year. In parallel, the business intends to continue investing in advanced technology and software systems to support operational scale and efficiency. These initiatives align with the strategic vision of diversifying services and strengthening infrastructure.
TAHER LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 3 -
Mr P Insley
Director
25 September 2025
TAHER LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 4 -
The directors present their annual report and financial statements for the Period ended 29 September 2024.
Principal activities
The principal activity of the company continued to be that of employment agents.
Results and dividends
The results for the Period are set out on page 10.
Ordinary dividends were paid amounting to £299,971. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the Period and up to the date of signature of the financial statements were as follows:
Mrs J Rudge
Mr K Rudge
Mrs A Rudge
(Resigned 7 May 2024)
Ms E Rudge
(Appointed 8 May 2024)
Mr H Rudge
(Appointed 8 May 2024)
Mr P Insley
(Appointed 3 October 2024)
Disabled persons
Our policies and procedures fully support our disabled colleagues. We take active measures to do so via:
a robust reasonable adjustment policy;
disability-specific online resources (accessible via the Group’s online recruitment system); and
processes to ensure colleagues are fully supported.
The Company is responsive to the needs of its employees. As such, should any employee of the Company become disabled during their time with us, we will seek to retrain that employee and make reasonable adjustments to their working environment where possible, in order to keep the employee with the Company. It is the policy of the Company that the recruitment, training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
We consider that our employees act with the utmost integrity and professional expertise in providing our customers with care services. In doing so, the Board considers that its employees are both rewarded fairly and incentivised to deliver the Group’s strategy.
The leadership team is kept informed on employee related matters at every management meeting at which it receives an update from divisional managers. For our senior people, feedback is regularly received from the work that our management team undertakes throughout the year. Employee surveys are undertaken regularly to monitor issues arising and these surveys form the basis of action plans. Consultation with employees happens when their views need to be considered in decisions the Group needs to make that will likely affect their interests.
All employees are kept abreast of Group news and financial performance in regular business updates. There is also ongoing communication through the Group’s Intranet, notice boards, newsletters and team briefings.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
TAHER LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 5 -
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr P Insley
Director
25 September 2025
TAHER LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 6 -
The directors are responsible for preparing the annual report 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). 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;
make judgements and accounting estimates that are reasonable and prudent; and
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.
TAHER LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TAHER LIMITED
- 7 -
Opinion
We have audited the financial statements of Taher Limited (the 'company') for the Period ended 29 September 2024 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 29 September 2024 and of its profit 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.
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 Auditor's 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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial Period for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
TAHER LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TAHER LIMITED (CONTINUED)
- 8 -
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 strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, 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.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, as outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities is detailed below.
We obtained an understanding of the legal and regulatory frameworks applicable to the company and the sector in which it operates. We identify the areas of those legal and regulatory frameworks which could reasonably be expected to have a material effect on the financial statements, based on our experience and through discussion with the director.
We assessed compliance with these laws and regulations through enquiry with the director, and review of the company's internal reporting with respect to compliance with laws and regulations.
We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. In addressing the risk of fraud including in relation to revenue recognition and management override of controls, we have performed journals testing based on a set of risk criteria and tested journals to supporting documentation where applicable. Audit procedures also included detailed transactional testing with a particular focus on the year-end cut off procedures.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.
TAHER LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TAHER LIMITED (CONTINUED)
- 9 -
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
- Enquiry of management, those charged with governance and review professional fees nominal accounts around actual and potential litigation and claims.
- Enquiry of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations.
- Reviewing minutes of meetings of those charged with governance.
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- 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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Shane Cann BSc (Hons) FCA FCCA CTA
For and on behalf of Streets Audit LLP, Statutory Auditor
Chartered Accountants
Tower House
Lucy Tower Street
Lincoln
Lincolnshire
LN1 1XW
25 September 2025
TAHER LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 10 -
Period
Year
ended
ended
29 September
30 September
2024
2023
Notes
£
£
Turnover
3
11,127,452
10,493,815
Cost of sales
(7,397,730)
(6,861,099)
Gross profit
3,729,722
3,632,716
Administrative expenses
(3,335,388)
(3,272,885)
Other operating income
8,950
8,795
Operating profit
4
403,284
368,626
Interest receivable and similar income
7
846
1,220
Interest payable and similar expenses
8
(9,112)
(11,179)
Profit before taxation
395,018
358,667
Tax on profit
9
(115,284)
(83,383)
Profit for the financial Period
279,734
275,284
The profit and loss account has been prepared on the basis that all operations are continuing operations.
TAHER LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 11 -
Period
Year
ended
ended
29 September
30 September
2024
2023
£
£
Profit for the Period
279,734
275,284
Other comprehensive income
-
-
Total comprehensive income for the Period
279,734
275,284
The notes on pages 15 to 27 form part of these financial statements.
TAHER LIMITED
BALANCE SHEET
AS AT
29 SEPTEMBER 2024
29 September 2024
- 12 -
29 September 2024
30 September 2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
87,689
135,255
Investment property
12
151,797
151,797
239,486
287,052
Current assets
Debtors
13
1,366,128
1,260,758
Cash at bank and in hand
298,209
239,777
1,664,337
1,500,535
Creditors: amounts falling due within one year
14
(752,524)
(558,753)
Net current assets
911,813
941,782
Total assets less current liabilities
1,151,299
1,228,834
Creditors: amounts falling due after more than one year
15
(41,764)
(91,764)
Provisions for liabilities
Deferred tax liability
17
21,630
28,928
(21,630)
(28,928)
Net assets
1,087,905
1,108,142
Capital and reserves
Called up share capital
19
407
407
Share premium account
10,507
10,507
Profit and loss reserves
1,076,991
1,097,228
Total equity
1,087,905
1,108,142
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 25 September 2025 and are signed on its behalf by:
Mr P Insley
Director
Company registration number 04254807 (England and Wales)
TAHER LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2022
400
1,122,990
1,123,390
Year ended 30 September 2023:
Profit and total comprehensive income
-
-
275,284
275,284
Issue of share capital
19
7
10,507
-
10,514
Dividends
10
-
-
(307,199)
(307,199)
Credit to equity for equity settled share-based payments
-
-
6,153
6,153
Balance at 30 September 2023
407
10,507
1,097,228
1,108,142
Period ended 29 September 2024:
Profit and total comprehensive income
-
-
279,734
279,734
Dividends
10
-
-
(299,971)
(299,971)
Balance at 29 September 2024
407
10,507
1,076,991
1,087,905
TAHER LIMITED
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
471,560
238,950
Interest paid
(9,112)
(11,179)
Income taxes paid
(47,757)
(139,215)
Net cash inflow from operating activities
414,691
88,556
Investing activities
Proceeds from disposal of intangibles
9,364
Purchase of tangible fixed assets
(7,134)
(28,698)
Interest received
846
1,220
Net cash used in investing activities
(6,288)
(18,114)
Financing activities
Proceeds from issue of shares
10,514
Repayment of bank loans
(50,000)
(49,914)
Dividends paid
(299,971)
(307,199)
Net cash used in financing activities
(349,971)
(346,599)
Net increase/(decrease) in cash and cash equivalents
58,432
(276,157)
Cash and cash equivalents at beginning of Period
239,777
515,934
Cash and cash equivalents at end of Period
298,209
239,777
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 15 -
1
Accounting policies
Company information
Taher Limited is a private company limited by shares incorporated in England and Wales. The registered office is 252 Torquay Road, Paignton, Devon, TQ3 2EZ.
1.1
Reporting period
The company shortened its accounting reference date to 29 September 2024, the day before a restructuring of the business was carried out. Accordingly, current period figures cover the period commencing on 1 October 2023, and ending on 29 September 2024. Comparative figures cover the year ending 30 September 2023.
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.
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.
1.3
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.
1.4
Turnover
Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.
When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.
The company recognises revenue from the following major sources:
Supply of Healthcare
Temporary Staff Agency
Permanent Recruitment
The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:
All income sources
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.5
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:
Leasehold land and buildings
20% straight line
Fixtures and fittings
20% 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.
1.6
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
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.
1.8
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.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.9
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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
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.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 18 -
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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.10
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.
1.11
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.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.12
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.
1.13
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.14
Share-based payments
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using a multiple of EBITDA model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
1.15
Leases
As lessee
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.
As lessor
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.16
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 20 -
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.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Supply of Healthcare
5,780,456
3,721,996
Placement of Temporary Staff
5,262,858
6,745,419
Selective Recruitment
84,138
26,400
11,127,452
10,493,815
2024
2023
£
£
Other revenue
Interest income
846
1,220
The company only trades in the UK.
4
Operating profit
2024
2023
Operating profit for the period is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
10,500
Depreciation of owned tangible fixed assets
54,152
57,118
Loss on disposal of tangible fixed assets
548
-
Profit on disposal of intangible assets
-
(2,563)
Share-based payments
-
6,153
Operating lease charges
80,193
77,756
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 21 -
5
Employees
The average monthly number of persons (including directors) employed by the company during the Period was:
2024
2023
Number
Number
Care staff
312
292
Management
7
8
Clinical
13
11
Central services
5
8
Operational
20
23
Administration
3
4
Total
360
346
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
8,349,675
7,975,882
Social security costs
644,835
597,411
Pension costs
211,525
286,492
9,206,035
8,859,785
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
47,979
42,234
Company pension contributions to defined contribution schemes
6,000
96,000
53,979
138,234
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
846
1,220
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
846
1,220
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 22 -
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
9,112
10,393
Other finance costs:
Other interest
786
9,112
11,179
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
126,198
88,967
Deferred tax
Origination and reversal of timing differences
(10,914)
(5,584)
Total tax charge
115,284
83,383
The actual charge for the Period can be reconciled to the expected charge for the Period based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
395,018
358,667
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.01%)
98,755
78,932
Tax effect of expenses that are not deductible in determining taxable profit
11,709
59
Effect of change in corporation tax rate
552
Permanent capital allowances in excess of depreciation
(363)
Depreciation on assets not qualifying for tax allowances
4,820
4,203
Taxation charge for the period
115,284
83,383
10
Dividends
2024
2023
£
£
Final paid
299,971
307,199
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 23 -
11
Tangible fixed assets
Leasehold land and buildings
Fixtures and fittings
Total
£
£
£
Cost
At 1 October 2023
142,142
211,615
353,757
Additions
1,111
6,023
7,134
Disposals
(719)
(719)
At 29 September 2024
143,253
216,919
360,172
Depreciation and impairment
At 1 October 2023
76,284
142,218
218,502
Depreciation charged in the Period
24,177
29,975
54,152
Eliminated in respect of disposals
(171)
(171)
At 29 September 2024
100,461
172,022
272,483
Carrying amount
At 29 September 2024
42,792
44,897
87,689
At 30 September 2023
65,858
69,397
135,255
12
Investment property
2024
£
Fair value
At 1 October 2023 and 29 September 2024
151,797
Investment property comprises residential property. The fair value of the investment property has been arrived at on the basis of a valuation carried out by the directors on 30 September 2024 on the basis of information and advice provided by independent valuers. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,177,384
1,095,897
Other debtors
8,035
9,331
Prepayments and accrued income
146,979
125,415
1,332,398
1,230,643
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
13
Debtors
(Continued)
- 24 -
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 17)
33,730
30,115
Total debtors
1,366,128
1,260,758
14
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans
16
50,000
50,000
Trade creditors
112,374
67,454
Corporation tax
167,407
88,967
Other taxation and social security
181,358
171,600
Other creditors
178,689
130,983
Accruals and deferred income
62,696
49,749
752,524
558,753
15
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
16
41,764
91,764
16
Loans and overdrafts
2024
2023
£
£
Bank loans
91,764
141,764
Payable within one year
50,000
50,000
Payable after one year
41,764
91,764
The long-term loans are secured by fixed and floating charges over all assets of the company.
The bank loan was advanced during the Coronavirus pandemic under the "CBILS" scheme.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 25 -
17
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Balances:
£
£
£
£
Accelerated capital allowances
13,082
20,380
-
-
Tax losses
-
-
24,126
24,126
Retirement benefit obligations
-
-
6,604
5,989
Investment property
8,548
8,548
-
-
Provisions
-
-
3,000
-
21,630
28,928
33,730
30,115
2024
Movements in the Period:
£
Asset at 1 October 2023
(1,187)
Credit to profit or loss
(10,913)
Asset at 29 September 2024
(12,100)
The deferred tax asset set out above is expected to reverse within [12 months] and relates to the utilisation of tax losses against future expected profits of the same period. The deferred tax liability set out above is expected to reverse within [12 months] and relates to accelerated capital allowances that are expected to mature within the same period.
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
211,525
286,492
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
19
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A of £1 each
200
200
200
200
Ordinary B of £1 each
207
207
207
207
407
407
407
407
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 26 -
20
Operating lease commitments
As lessee
Operating leases are held over premises from which the company operates, and equipment it uses in its trade. Lease rentals are spread evenly over the life of the lease in accordance with FRS102.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
2024
2023
£
£
Within 1 year
51,215
30,950
Years 2-5
8,500
43,987
59,715
74,937
As lessor - operating leases
The operating leases represent leases of investment property to third parties. The leases are residential and so are covered by the assured shorthold tenancy rules. Rents are fixed for 6 months and can then be increased with appropriate notice.
21
Events after the reporting date
On 30 September 2024, the company was acquired by its parent company, Ocean Healthcare Holdings Limited. The parent company acquired the company and its fellow subsidiary company by exchanging its own share capital for that of the company. The newly formed group of companies is owned by the former shareholders of Taher Limited and in the same proportions.
On 30 September 2024, the company disposed of its Agency and Recruitment businesses by transferring the trade and assets at market value to fellow subsidiary company, Ocean Healthcare Agency Limited, in exchange for Loan Notes.
22
Directors' transactions
Dividends totalling £292,055 (2023 - £295,736) were paid in the Period in respect of shares held by the company's directors.
23
Ultimate controlling party
The company is a wholly owned subsidiary of Ocean Healthcare Holdings Limited, a company incorporated in England and Wales and with its registered office at 252 Torquay Road, Paignton, Devon, TQ3 2EZ.
TAHER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 29 SEPTEMBER 2024
- 27 -
24
Cash generated from operations
2024
2023
£
£
Profit after taxation
279,734
275,284
Adjustments for:
Taxation charged
115,284
83,383
Finance costs
9,112
11,179
Investment income
(846)
(1,220)
Loss on disposal of tangible fixed assets
548
-
Gain on disposal of intangible assets
-
(2,563)
Depreciation and impairment of tangible fixed assets
54,152
57,118
Equity settled share based payment expense
-
6,153
Movements in working capital:
Increase in debtors
(101,755)
(380,596)
Increase in creditors
115,331
190,212
Cash generated from operations
471,560
238,950
25
Analysis of changes in net funds
1 October 2023
Cash flows
29 September 2024
£
£
£
Cash at bank and in hand
239,777
58,432
298,209
Borrowings excluding overdrafts
(141,764)
50,000
(91,764)
98,013
108,432
206,445
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