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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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MARCLAY GROUP LTD
CONTENTS
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MARCLAY GROUP LTD
COMPANY INFORMATION
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MARCLAY GROUP LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their strategic report on the company for the year ended 31 December 2024. The principal
activity of the company during the year continued to be that of acting as a holding company for a cyber defence group.
Marclay Group Limited operates as part of the BlueVoyant, Inc. group of companies (“BlueVoyant Group”), with strategic objectives aligned across the organisation. The group was established to address some of the most complex cybersecurity challenges faced by corporations and government entities, drawing on extensive experience in developing cyber defence capabilities for highly secure and mission-critical environments. BlueVoyant UK Limited advances this mission within the United Kingdom and continental Europe.
The company's principal asset comprises an investment in its subsuduary which has a value of £1,758,755.
The IT and cyber industry is a fast paced and highly competitive industry, which sees rapid innovations and technological changes which bring several risks to the BlueVoyant Group as a whole.
The mains risk identified are:
People
In the competitive cyber landscape, the group’s ability to deliver services, cultivate enduring client relationships and meet forecasted operational and financial targets hinges on the ability to attract, develop and retain highly skilled cyber professionals. The effectiveness of hiring, training and motivating top talent is a strategic imperative.
The group maintains a robust talent acquisition and retention strategy, supported by a dedicated team. Throughout the year, it leverages multiple communication channels to actively engage employees and keep them informed about business performance, key developments, and future prospects. Annual engagement surveys are conducted, and the insights gathered are used to implement targeted action plans that support high levels of employee retention
Technology
The group operates within a fast-paced and constantly evolving technology landscape. To remain competitive and mitigate the risk of IT obsolescence, system failures, and cybersecurity threats, it is essential that the group continuously reviews and upgrades its technology infrastructure, resources, and operational processes.
Proactive investment in innovation and resilience ensures the business remains agile and secure in the face of emerging technological risks. The group has dedicated teams that actively monitor emerging technological trends and evolving cybersecurity threats. These teams play a critical role in ensuring the organisation remains at the forefront of innovation while safeguarding its digital assets. Clear communication channels and regular training initiatives are in place to keep employees informed and equipped to respond to new developments, fostering a culture of awareness and resilience across the business
Competition
The competitive landscape is becoming increasingly saturated, with both traditional service providers and nontraditional entrants aggressively pursuing market share. The boundaries between these players are rapidly dissolving, giving customers a wider array of choices in technologies, vendors, and service delivery models. This shift compels all market participants to operate at peak performance and continuously enhance their capabilities. To remain relevant and competitive, the group must maintain agility, invest in innovation, and deliver differentiated value in a market defined by rapid change and heightened customer expectations. BlueVoyant counters competition by emphasising its unique, integrated approach to Third-Party Risk Management (TPRM) and Supply Chain Defence. Our strategy includes offering a platform with advanced analytics, continuous monitoring and remediation by dedicated risk and security operations centres and industryspecific expertise through partnerships with several global leaders in advanced infrastructure and professional service delivery.
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MARCLAY GROUP LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The group also focuses on client engagement, building strategic alliances to broaden its reach, and providing advanced capabilities to deliver measurable risk reduction and a strong return on investments for clients, setting it apart from competitors who may only provide risk scores. In addition to these factors, BlueVoyant also maintains a healthy view towards potential acquisition targets, where appropriate, in order to advance its position in global markets, new product and service delivery methods and the increased proclivity of artificial intelligence.
The company's key performance indicator is the value of its investment which is shown at cost less impairment. There has been no change in its carying value.
The company has no other key performance indicators.
This report was approved by the board and signed on its behalf.
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MARCLAY GROUP LTD
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The director presents his report and the financial statements for the year ended 31 December 2024.
The company's principal activity is acting as a holding company.
The director who served during the year was:
The company will continue to act as a holding company.
There have been no significant events affecting the company since year end.
This report was approved and signed by the sole director.
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MARCLAY GROUP LTD
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
The director is responsible for preparing the strategic report, the director's report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is required to:
∙select suitable accounting policies for the company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
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MARCLAY GROUP LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MARCLAY GROUP LTD
FOR THE YEAR ENDED 31 DECEMBER 2024
We have audited the financial statements of Marclay Group Ltd (the 'company') for the year ended 31 December 2024, which comprise the profit and loss account, the balance sheet and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the director's 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 director 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 director is 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.
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MARCLAY GROUP LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MARCLAY GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
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 director's report.
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MARCLAY GROUP LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MARCLAY GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and taxation legislation;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including
obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation; and
∙enquiring of management as to actual and potential litigation and claims.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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MARCLAY GROUP LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MARCLAY GROUP LTD (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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.
for and on behalf of
Chartered Accountants
Statutory Auditor
16 Great Queen Street
Covent Garden
WC2B 5AH
Date:
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MARCLAY GROUP LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
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MARCLAY GROUP LTD
BALANCE SHEET
AS AT 31 DECEMBER 2024
The financial statements were approved, authorised for issue and signed by the sole director.
The notes on pages 12 to 18 form part of these financial statements.
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Marclay Group Ltd is a private company limited by shares incorporated in England and Wales. The address of its registered office is 16 Great Queen Street, Covent Garden, London, WC2B 5AH.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).
The Company was, at the end of the year, a wholly-owned subsidiary of BlueVoyant Inc., whose registered address is 6 E 45th Street, 17th Floor, New york, NY 10017, United States. BlueVoyant Inc. prepares consolidated financial statements, in which the Company is uncluded, that are equivalent to UK requirements. In accordance with the exemption given in Section 401 of the Companies Act 2006, the Company is not required to produce and has not published, consolidated accounts.
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23.
This information is included in the consolidated financial statements of BlueVoyant Inc as at 31 December 2024 and these financial statements may be obtained from 6 East 45th Street, Floor 17, New York, NY 10017.
The financial statements have been prepared on a going concern basis notwithstanding the fact that the company has a deficiency on total equity at the end of the year. The director has received indication from the company's parent that it will continue to provide support for the foreseeable future, being a period of no less than twelve months from the date that these financial statements were approved. Consequently, he has continued to adopt the going concern basis.
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. 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. The company’s policies for its major classes of financial assets and financial liabilities are set out below.
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Financial instruments (continued) Financial assets Basic financial assets are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment. Financial liabilities Basic financial liabilities, including 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Impairment of financial assets Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. 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.
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Financial instruments (continued) Derecognition of financial assets and financial liabilities Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. Offsetting of financial assets and financial liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
Ordinary shares are classified as equity.
Preference shares are classified as a liability. Determined whether there are indicators of impairment of the company's investments in the subsidiary undertaking. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the subsidiary undertaking. Based on the expected future performance of the subsidiary the director has concluded that no impairment is required as at 31 December 2024. The carrying value of the company's investment in the subsidiary undertaking at 31 December 2024 is £1,758,755 (2023 - £1,758,755).
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
7.Taxation (continued)
There were no factors that may affect future tax charges.
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MARCLAY GROUP LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
Profit and loss account
The smallest group for which consolidated financial statements are drawn up is headed by BlueVoyant Inc., whose registered office is 6 E 45th Street, 17th Floor, New York, NY 10017.
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