Company registration number 03784800 (England and Wales)
SYSTECH GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
SYSTECH GROUP LIMITED
COMPANY INFORMATION
Directors
Mark Woodward-Smith
Karen Vinten-Hughes
Secretary
Karen Vinten-Hughes
Company number
03784800
Registered office
Systech House
55a High Street
London
SW19 5BA
Auditor
Beavis Morgan Audit Limited
82 St John Street
London
EC1M 4JN
SYSTECH GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 28
SYSTECH GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2026
- 1 -
The directors present their strategic report and financial statements for the year ended 31 March 2026.
Fair review of the business
The core business of Systech International ("the group") continues to be the provision of professional consultancy services in the specialist fields of risk analysis, contract management, quantity surveying, planning, project controls, claims preparation & evaluation, forensic delay analysis, expert witness services, legal and dispute resolution, including arbitration, adjudication, mediation and other alternative dispute resolution processes.
Systech International continues to be the preferred consultant for international contractors requiring a “one stop shop" approach to managing the risk and financial outcome on their major projects. However, Systech’s most rapidly growing international client base continues to be on the “client” side in particular in Canada and Australia. The business is now organised globally to segregate and keep separate these two business streams under the banners of “Systech International” for contractor business, and “Systech Infrastructure” for client-side business. These will sit alongside “Systech Law”, Systech’s Construction law business and Systech Expert Witness Services, Systech’s expert services. As well as the group’s law firm, Systech Law, along with Expert Services, Systech Project Controls continues to grow, complementing Systech’s ability to support Clients and Contractors in delivery of major projects globally. This is an increasingly important part of the multi-disciplinary offering that Systech offers to its clients and ongoing growth is expected in these areas.
We continue to focus on profitable business sectors and regions that provide long term opportunities for growth with clients that are able and willing to pay within terms. This continued emphasis on winning top tier clients maintains the quality of our pipeline and its related revenue stream.
Disruptions to the global economy continue with uncertainty as a result of actions of the US President impacting the global equity and bond markets leading to investment decisions being deferred until a degree of clarity and certainty returns. This may not be until the US mid-term elections at the end of 2026, or possibly later. The conflicts in Ukraine and new and intensified conflicts in the Middle East continue to disrupt global supply chains and the business and political confidence that underpins major construction projects. This year has been particularly challenging, and the company continues to adapt and respond to opportunities that arise. The UK Government has enacted changes that increase employment costs and worker protections. Uncertainty continues in the UK with respect to Government direction, but I am confident that we will respond to any new developments with our usual pragmatism, innovation and speed so that we can retain the flexibility of our work force that allows us to respond effectively to client requirements. Construction sector trends continue to vary across the globe and the company continues to identify the challenges and opportunities arising and responds to them. The Group continues to build its business organically and continues to adapt and evolve to meet the changing requirements of these challenging economic times.
This realistic pro-active approach to market access continues to support underlying profitability and cash flow. We have, however, seen global uncertainties leading to clients reining back expenditure on existing projects and delaying the start of new work and this is reflected in our volumes of business. Relentless attention to costs has maintained and even improved the profitability of the work that we do.
Group turnover for the year to 31 March 2026 was £36.4 million (2025 - £45.5 million) with a gross profit margin of 35.3% (2025: 40.3%).
Principal risks and uncertainties
The group is exposed to economic and market risks including foreign currency risk and the effects that economic changes have upon the construction industry. However, the group is very well positioned to respond to both upturns and downturns in the construction sector in that its services are readily adapted to assisting clients in the sector dependent on their needs in good times or bad. Additionally, the group's approach to resourcing means that it can respond quickly to shifts in demand, both to growth and contraction.
The new ways of working consequent on the COVID 19 pandemic will have a continuing impact on the Group’s risk profile and Systech’s risk management regime has adapted to these issues and is identifying, tracking and monitoring the responses to risks arising.
SYSTECH GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 2 -
The group is exposed to several important operational risks some of which are brought to the forefront of awareness because of legislation, particularly the UK Bribery Act 2010, the Modern Slavery Act 2015, the Criminal Finances Act 2017, Money Laundering Regulations introduced in 2018 and the Economic Crime and Corporate Transparency 2023. The group takes its responsibilities to prevent wrongdoing seriously, has procedures in place to prevent such wrongdoing, and reviews those procedures from time to time.
Risks relating to the use and storage of information on IT systems are often underestimated and the group keeps these under regular review. The changes in the way the group works have seen a huge shift away from physical IT infrastructure to a Cloud based approach to IT delivery. This changes both the risk profile and the ability of systems to respond to the business’s requirements. The impacts of this shift are still being evaluated and will give rise to further systems changes to improve service levels and data security. The risks relating to operation of obsolete Management Information Systems (MIS) are understood as are those relating to the process of updating those systems. The group has implemented new MIS systems that are bedding in and are designed to improve the timeliness and quality of management information which itself will better support effective decision making going forward.
In current volatile market conditions, the potential impact of foreign currency exchange rate movements on the group's results is a real risk. However, the group has two structural mechanisms that substantially reduce any impacts:
Most of the group's business is denominated in four main currencies: GBP, USD, AUD and CAD and weakness in one currency is to a large degree offset, by strength in another and this provides some resilience to the Group’s Sales figures. The second structural aspect (below) of the group’s operations remains extremely important in protecting Group Profitability.
Cost inflation has increased in the last 12 months but has, despite the impacts of energy cost increases arising from Middle East conflict, broadly stabilised and this allows the business focus on managing supplier and service provider costs to move to a more structural approach rather than simply managing the “costs per unit”.
The group's principal financial instruments comprise bank balances, bank overdrafts, trade creditors, trade debtors and loans to the group. The main purpose of these instruments is to finance the group's operations.
Due to the nature of the financial instruments used by the group, there is no exposure to price risk. The group's approach to managing other risks applicable to the financial instruments concerned is as follows:
In respect of loans to the group, these comprise short term secured facilities against trade debtors.
Mark Woodward-Smith
Director
10 July 2026
SYSTECH GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2026
- 3 -
The directors present their report and financial statements for the year ended 31 March 2026.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mark Woodward-Smith
Karen Vinten-Hughes
Results and dividends
The results for the year are set out on page 8.
There were no dividends paid out during the year.
Future developments
Likely future developments in the business of the group are discussed in the strategic report.
Auditor
Beavis Morgan Audit Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put to a General Meeting.
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.
On behalf of the board
Mark Woodward-Smith
Director
10 July 2026
SYSTECH GROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2026
- 4 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group 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;
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
SYSTECH GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SYSTECH GROUP LIMITED
- 5 -
Opinion
We have audited the financial statements of Systech Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2026 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 group's and the parent company's affairs as at 31 March 2026 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 group and parent 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 group's and parent 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 year 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.
SYSTECH GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SYSTECH GROUP LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company 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 group's and parent 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 group or parent 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.
SYSTECH GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SYSTECH GROUP LIMITED
- 7 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
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.
Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud. We have undertaken appropriate testing in regard to the group's compliance with certain core regulations.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Matthew Burge (Senior Statutory Auditor)
For and on behalf of Beavis Morgan Audit Limited, Statutory Auditor
Chartered Accountants
82 St John Street
London
EC1M 4JN
10 July 2026
SYSTECH GROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2026
- 8 -
2026
2025
Notes
£
£
Turnover
3
36,438,646
45,487,270
Cost of sales
(23,566,160)
(27,141,257)
Gross profit
12,872,486
18,346,013
Administrative expenses
(12,649,415)
(18,115,622)
Operating profit
5
223,071
230,391
Interest receivable and similar income
6
3,363
4,946
Interest payable and similar expenses
9
(218,630)
(221,226)
Profit before taxation
7,804
14,111
Tax credit/(charge)
10
Profit for the financial year
7,804
14,111
Other comprehensive income
Currency translation differences
1,003
(4,485)
Total comprehensive income for the year
8,807
9,626
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
SYSTECH GROUP LIMITED
GROUP BALANCE SHEET
AS AT 31 MARCH 2026
31 March 2026
- 9 -
2026
2025
Notes
£
£
£
£
Fixed assets
Intangible assets
13
219,704
156,025
Tangible assets
14
112,281
16,572
331,985
172,597
Current assets
Debtors
15
8,217,993
9,652,227
Cash at bank and in hand
1,238,604
1,336,177
9,456,597
10,988,404
Creditors: amounts falling due within one year
16
(5,107,747)
(6,488,973)
Net current assets
4,348,850
4,499,431
Total assets less current liabilities
4,680,835
4,672,028
Provisions for liabilities
18
(20,000)
(20,000)
Net assets
4,660,835
4,652,028
Capital and reserves
Called up share capital
20
1,000
1,000
Profit and loss reserves
4,659,835
4,651,028
Total equity
4,660,835
4,652,028
The financial statements were approved by the board of directors and authorised for issue on 10 July 2026 and are signed on its behalf by:
10 July 2026
Mark Woodward-Smith
Director
SYSTECH GROUP LIMITED
COMPANY BALANCE SHEET
AS AT 31 MARCH 2026
31 March 2026
- 10 -
2026
2025
Notes
£
£
£
£
Fixed assets
Intangible assets
13
219,704
156,025
Tangible assets
14
109,417
14,746
Investments
11
614,254
614,254
943,375
785,025
Current assets
Debtors
15
13,524,756
8,177,583
Cash at bank and in hand
368,880
483,295
13,893,636
8,660,878
Creditors: amounts falling due within one year
16
(10,241,029)
(4,842,053)
Net current assets
3,652,607
3,818,825
Total assets less current liabilities
4,595,982
4,603,850
Capital and reserves
Called up share capital
20
1,000
1,000
Profit and loss reserves
4,594,982
4,602,850
Total equity
4,595,982
4,603,850
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £7,868 (2025: £27,653 loss).
The financial statements were approved by the board of directors and authorised for issue on 10 July 2026 and are signed on its behalf by:
10 July 2026
Mark Woodward-Smith
Director
Company Registration No. 03784800
SYSTECH GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
- 11 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2024
1,000
4,641,402
4,642,402
Year ended 31 March 2025:
Profit for the year
-
14,111
14,111
Other comprehensive income:
Currency translation differences
-
(4,485)
(4,485)
Total comprehensive income
-
9,626
9,626
Balance at 31 March 2025
1,000
4,651,028
4,652,028
Year ended 31 March 2026:
Profit for the year
-
7,804
7,804
Other comprehensive income:
Currency translation differences
-
1,003
1,003
Total comprehensive income
-
8,807
8,807
Balance at 31 March 2026
1,000
4,659,835
4,660,835
SYSTECH GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
- 12 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 April 2024
1,000
4,630,503
4,631,503
Year ended 31 March 2025:
Loss and total comprehensive income for the year
-
(27,653)
(27,653)
Balance at 31 March 2025
1,000
4,602,850
4,603,850
Year ended 31 March 2026:
Profit and total comprehensive income
-
(7,868)
(7,868)
Balance at 31 March 2026
1,000
4,594,982
4,595,982
SYSTECH GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2026
- 13 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
1,775,799
1,431,043
Interest paid
(218,630)
(221,226)
Net cash inflow from operating activities
1,557,169
1,209,817
Investing activities
Purchase of intangible assets
(109,511)
(156,025)
Purchase of tangible fixed assets
(114,006)
(6,375)
Proceeds from disposal of tangible fixed assets
(9,052)
-
Repayment of loans
(343,876)
(35,986)
Interest received
3,363
4,946
Net cash used in investing activities
(573,082)
(193,440)
Financing activities
Proceeds from issue of shares
-
2
Repayment of borrowings
(1,082,663)
(588,124)
Net cash used in financing activities
(1,082,663)
(588,122)
Net (decrease)/increase in cash and cash equivalents
(98,576)
428,255
Cash and cash equivalents at beginning of year
1,336,177
912,407
Effect of foreign exchange rates
1,003
(4,485)
Cash and cash equivalents at end of year
1,238,604
1,336,177
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
- 14 -
1
Accounting policies
Company information
Systech Group Limited (“the company”) is a limited company domiciled and incorporated in England and Wales. The registered office is Systech House, 55a High Street, London, SW19 5BA.
The group consists of Systech Group Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in pounds 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 company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
1.2
Basis of consolidation
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. Investments in subsidiaries are accounted for at cost less impairment.
The consolidated group financial statements consist of the financial statements of the parent company Systech Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates. Within the wider worldwide group, this is the highest level requiring preparation of consolidated group financial statements.
All financial statements are made up to 31 March 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 15 -
1.3
Going concern
The group's business activities, together with the factors likely to affect its future development, performance and position, the group's objectives, policies and processes for managing its capital; its financial risk management objectives; and details of its financial instruments and its exposure to risk are set out in the Strategic Review on pages 1 to 2.
The company meets its day-to-day working capital requirement through bank overdraft and short term secured facilities available to the group.
The directors are in regular contact with the group's bankers and have had the group's facilities recently renewed. The next review of the facilities is due in March 2027. The directors are not aware of any factors at the date of approval of these financial statements why its facilities would not be maintained on similar terms at the next review date.
The directors therefore have a reasonable expectation that the company and the group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
1.4
Turnover
Turnover represents amounts receivable for services provided, net of VAT. Turnover is recognised as contract activity progresses which is billed on a monthly basis.
Revenue from the sale of services is recognised when the significant risks and rewards of deliverables have passed to the buyer (usually on delivery of service), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
The cost of development of software for the company's own use is capitalised at cost and amortised over its useful life. Amortisation commences once the software is in use.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
20% straight line
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures, fittings & equipment
20% straight line
Computer equipment
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 recognised in the profit and loss account.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 16 -
1.7
Impairment of fixed assets
At each reporting period end date, the group 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.
1.8
Cash at bank and in hand
Cash at bank and in hand are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.9
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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, cash at bank balances and balances owed by fellow group members are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Impairment of financial assets
Financial assets 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.
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 group after deducting all of its liabilities.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 17 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank overdrafts and balances due to fellow group members, 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.
1.10
Equity instruments
Equity instruments issued by the group 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 group.
1.11
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.12
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense.
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.
The cost of providing benefits under long-term employee benefit plans is based on the present value of the obligations at the balance-sheet date.
1.13
Retirement benefits
The group operates retirement schemes in countries where legislation requires it to do so. None of these schemes are defined benefit schemes that carry actuarial risk.
Contributions payable are charged to the profit and loss account in the year they are payable or are accrued with respect to the year they relate to.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
1
Accounting policies
(Continued)
- 18 -
1.14
Leases
Rentals payable under operating leases, including 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 benefit from the leased asset are consumed.
1.15
Foreign exchange
Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All differences are taken to profit and loss account.
Consolidation of foreign subsidiaries has been effected using the closing rate/net investment method. For subsidiary companies reporting in foreign currencies, profit and loss account transactions have been translated at the average rate ruling during the year and balance sheet items have been translated at the rate ruling at the year-end. Differences arising from the retranslation of net investments in foreign subsidiaries are taken to other comprehensive income.
2
Judgements and key sources of estimation uncertainty
In the application of the group’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.
These would be in respect of the carrying value of investments and goodwill, the capitalisation of intangible assets, bad debt provision, depreciation and amortisation, impairment provisions against asset values and mark-up percentage in relation to transfer pricing.
3
Turnover and other revenue
An analysis of the group's turnover is as follows:
2026
2025
£
£
Turnover analysed by class of business
Consultancy fees
36,438,646
45,487,270
2026
2025
£
£
Turnover analysed by geographical market
UK
9,198,968
8,994,203
Europe, Middle East and Africa
4,836,602
7,800,136
Asia Pacific
6,878,890
9,298,534
Americas
15,524,186
19,394,397
36,438,646
45,487,270
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 19 -
4
Auditor's remuneration
2026
2025
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group, company and UK subsidiaries
81,000
81,000
5
Operating profit
2026
2025
£
£
Operating profit for the year is stated after charging:
Exchange losses
40,240
455,993
Depreciation of owned tangible fixed assets
18,297
13,853
Loss on disposal of tangible fixed assets
9,052
4,127
Amortisation of intangible assets
45,832
122,787
Operating lease charges
166,092
200,286
6
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
3,363
4,946
7
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2026
2025
2026
2025
Number
Number
Number
Number
Professional
96
77
2
2
Administration
23
38
-
-
Total
119
115
2
2
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
7
Employees
(Continued)
- 20 -
Their aggregate remuneration comprised:
Group
Company
2026
2025
2026
2025
£
£
£
£
Wages and salaries
18,565,968
25,117,743
Social security costs
1,360,593
1,050,297
-
-
Pension costs
209,426
275,815
20,135,987
26,443,855
8
Directors' remuneration
2026
2025
£
£
Remuneration for qualifying services
2,190,804
3,386,291
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
1,871,301
3,075,491
9
Interest payable and similar expenses
2026
2025
£
£
Interest on bank overdrafts and loans
26,821
25,201
Interest on short term finance facility arrangements
191,809
196,025
Total finance costs
218,630
221,226
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 21 -
10
Taxation
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2026
2025
£
£
Profit before taxation
7,804
14,111
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2025: 19.00%)
1,483
2,681
Tax effect of expenses that are not deductible in determining taxable profit
29,947
40,907
Tax effect of different tax rates in overseas jurisdictions
(381,517)
(243,277)
Non-recognition of deferred tax asset
350,087
199,689
Taxation charge
-
-
At the balance sheet date the group had world wide taxable losses of approximately £21,296,223 (2025: £22,330,458) that can be offset against future profits.
11
Fixed asset investments
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Investments in subsidiaries
12
614,254
614,254
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2025 and 31 March 2026
614,254
Carrying amount
At 31 March 2026
614,254
At 31 March 2025
614,254
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 22 -
12
Subsidiaries
Details of the company's subsidiaries at 31 March 2026 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Systech Law Pty Limited
Australia
Ordinary
-
100.00
Systech Contractors (2017) Limited
England and Wales 3
Ordinary
100.00
-
Systech International (Europe) Limited
England and Wales 3
Ordinary
-
100.00
Systech Group Employees Limited
England and Wales 3
Ordinary
100.00
-
Systech International Consultoria Ltda 1
Brazil
Ordinary
-
100.00
Systech International FZ LLC
UAE
Ordinary
-
100.00
Systech International Inc
Canada
Ordinary
-
100.00
Systech International Inc 1
USA
Ordinary
-
100.00
Systech International (Holdings) Limited
England and Wales 3
Ordinary
100.00
-
Systech International Limited
Hong Kong
Ordinary
-
100.00
Systech Infrastructure (Holdings) Limited 1,4
England and Wales 3
Ordinary
100.00
-
Systech International LLC 2, 4, 5
Qatar
Ordinary
-
49.00
Systech International Pte Limited 1
Singapore
Ordinary
-
100.00
Systech International Pty Limited 1, 4
Australia
Ordinary
-
100.00
Systech Expert Witness Services Limited
England and Wales 3
Ordinary
100.00
-
Systech International Limited
England and Wales 3
Ordinary
-
100.00
Systech Regional Services (APAC) Limited
Hong Kong
Ordinary
-
100.00
Systech Law Limited
England and Wales 3
Ordinary
100.00
-
Systech Infrastructure Inc.
Canada
Ordinary
-
100.00
Systech Project Management Limited 1, 4
England and Wales 3
Ordinary
100.00
-
Systech Infrastructure Pty Limited
Australia
Ordinary
-
100.00
Systech Infrastructure Inc 1
USA
Ordinary
-
100.00
Systech Infrastructure Limited
England and Wales
Ordinary
-
100.00
Systech Infrastructure Limited (Middle East) Limited
England and Wales
Ordinary
-
100.00
Systech Investments Limited 1, 4
England and Wales
Ordinary
100.00
-
Systech Group Services Limited 1, 4
England and Wales
Ordinary
100.00
-
1. Financial statements were unaudited for the year ended 31 March 2026 and the year ended 31 March 2025.
2. Although the group only owns 49% of the share capital in Systech International LLC, the remaining 51% is held by a local company in accordance with local statute. The group maintains control through the agreements in place with the 51% shareholder.
3. The registered office address of the subsidiaries is 55a High Street, London, United Kingdom, SW19 5BA.
4. These are dormant companies.
5. In liquidation.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 23 -
13
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 April 2025
1,413,738
156,025
1,569,763
Additions
109,511
109,511
At 31 March 2026
1,413,738
265,536
1,679,274
Amortisation and impairment
At 1 April 2025
1,413,738
1,413,738
Amortisation charged for the year
45,832
45,832
At 31 March 2026
1,413,738
45,832
1,459,570
Carrying amount
At 31 March 2026
219,704
219,704
At 31 March 2025
156,025
156,025
Company
Software
£
Cost
At 1 April 2025
156,025
Additions
109,511
At 31 March 2026
265,536
Amortisation and impairment
At 1 April 2025
Amortisation charged for the year
45,832
At 31 March 2026
45,832
Carrying amount
At 31 March 2026
219,704
At 31 March 2025
156,025
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 24 -
14
Tangible fixed assets
Group
Fixtures, fittings & equipment
Computer equipment
Total
£
£
£
Cost
At 1 April 2025
44,312
235,136
279,448
Additions
110,846
3,160
114,006
At 31 March 2026
155,158
238,296
393,454
Depreciation and impairment
At 1 April 2025
42,930
219,946
262,876
Depreciation charged in the year
14,033
4,264
18,297
At 31 March 2026
56,963
224,210
281,173
Carrying amount
At 31 March 2026
98,195
14,086
112,281
At 31 March 2025
1,382
15,190
16,572
Company
Fixtures, fittings & equipment
Computer equipment
Total
£
£
£
Cost
At 1 April 2025
7,199
230,573
237,772
Additions
110,846
1,862
112,708
At 31 March 2026
118,045
232,435
350,480
Depreciation and impairment
At 1 April 2025
5,817
217,209
223,026
Depreciation charged in the year
14,033
4,004
18,037
At 31 March 2026
19,850
221,213
241,063
Carrying amount
At 31 March 2026
98,195
11,222
109,417
At 31 March 2025
1,382
13,364
14,746
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 25 -
15
Debtors
Group
Company
2026
2025
2026
2025
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,836,102
6,915,708
192,401
-
Amounts owed by group undertakings
12,914,549
8,024,175
Other debtors
1,521,059
1,031,185
151,213
51,712
Prepayments and accrued income
2,860,832
1,705,334
266,593
101,696
8,217,993
9,652,227
13,524,756
8,177,583
16
Creditors: amounts falling due within one year
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Other borrowings
17
1,152,886
2,235,549
Trade creditors
832,305
1,079,128
141,380
95,919
Amounts owed to group undertakings
9,902,723
4,568,528
Other taxation and social security
989,922
744,422
147,245
100,965
Other creditors
621,958
586,572
136
36,323
Accruals and deferred income
1,510,676
1,843,302
49,545
40,318
5,107,747
6,488,973
10,241,029
4,842,053
17
Loans and overdrafts
Group
Company
2026
2025
2026
2025
£
£
£
£
Short term secured facilities
1,152,886
2,235,549
Payable within one year
1,152,886
2,235,549
The short term facilities and overdrafts are secured over the underlying assets of the group.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 26 -
18
Provisions for liabilities
Group
Company
2026
2025
2026
2025
£
£
£
£
Provision for net cost of potential claims against the group
20,000
20,000
-
-
Movements on provisions:
Group
£
At 1 April 2025 and 31 March 2026
20,000
19
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
209,426
275,815
Defined contribution pension schemes are operated for all qualifying employees. The assets of the schemes are held separately from those of the group in independently administered funds.
20
Share capital
Group and company
2026
2025
Ordinary share capital
£
£
Issued and fully paid
Ordinary A shares of £1 each
751
751
Ordinary B shares of £1 each
249
249
1,000
1,000
21
Financial commitments, guarantees and contingent liablilities
The group has in place arrangements where each UK member of the group guarantees the borrowing of its fellow UK group companies.
At 31 March 2026, bank balances across the UK group totalled £524,081 (2025: £523,596).
Additionally there is a cross company guarantee between Systech Group Limited and all of it's subsidiary undertakings, in respect of amounts owed by Systech International Limited, Systech International (Europe) Limited, Systech International Inc, Systech Infrastructure Inc and Systech Expert Witness Services Limited relating to short term financing facilities.
The amount guaranteed under this agreement at 31 March 2026 was £1,152,886 (2025: £2,235,550) which is secured by a fixed and floating charge over the assets of the group.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 27 -
22
Operating lease commitments
As lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2026
2025
2026
2025
£
£
£
£
Within 1 year
78,565
73,976
-
-
Years 2-5
175,000
238,376
-
-
253,565
312,352
-
-
23
Controlling party
The company's immediate parent undertaking is Systech Group Holding Company (Grand Cayman) Limited, a company registered in the Cayman Islands with an address of PO Box 897, Windward 1, Regatta Office Park, Grand Cayman, KY1-1103.
The company's ultimate parent undertaking is The Silver Fox Holding Company (Grand Cayman) Limited, a company registered in the Cayman Islands with an address of PO Box 897, Windward 1, Regatta Office Park, Grand Cayman, KY1-1103.
Within the wider worldwide group, Systech Group Limited is the highest level requiring preparation of consolidated group financial statements.
The ultimate controlling party is S P Rayment.
24
Related party transactions
Transactions with related parties
Included within debtors at the balance sheet date was £47,665 (2025: £7,079) owed by Mark Woodward-Smith. During the year, he advanced amounts totalling £nil (2025: £530,000) to, and received repayments of £nil (2025: £692,500) from the group. The group also advanced amounts totalling £144,955 (2025: £158,615) and received repayments of £104,369 (2025: £169,727). These loans are unsecured, interest-free, and repayable on demand.
Also included within debtors at the balance sheet date was £87,822 (2025: £28,907) owed by the ultimate controlling party. During the year, the ultimate controlling party advanced amounts totalling £nil (2025: £1,590,000) to, and received repayments of £nil (2025: £2,077,500) from the group. The group also advanced amounts totalling £250,740 (2025: £258,682) and received repayments of £191,825 (2025: £279,204). These loans are unsecured, interest-free, and repayable on demand.
All advances were approved by the shareholders of the company and any outstanding balances are not interest-bearing.
During the year £3,929,596 (2025: £7,638,963) of remuneration was paid to key management personnel other than the directors.
The company has taken advantage of the exemption available in FRS 102 "Related party disclosures", and has not disclosed transactions with any other members of the group.
SYSTECH GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
- 28 -
25
Cash generated from group operations
2026
2025
£
£
Profit after taxation
7,804
14,111
Adjustments for:
Finance costs
218,630
221,226
Investment income
(3,363)
(4,946)
Impairment of loan balance
263,768
Loss on disposal of tangible fixed assets
9,052
4,127
Amortisation and impairment of intangible assets
45,832
122,787
Depreciation and impairment of tangible fixed assets
18,297
13,853
Increase in provisions
-
10,000
Movements in working capital:
Decrease in debtors
1,778,110
2,616,464
Decrease in creditors
(298,563)
(1,830,347)
Cash generated from operations
1,775,799
1,431,043
26
Analysis of changes in net funds/(debt) - group
1 April 2025
Cash flows
Exchange rate movements
31 March 2026
£
£
£
£
Cash at bank and in hand
1,336,177
(98,576)
1,003
1,238,604
Borrowings excluding overdrafts
(2,235,549)
1,082,663
-
(1,152,886)
(899,372)
984,087
1,003
85,718
2026-03-312025-04-01falsefalseCCH SoftwareCCH Accounts Production 2026.100Mark Woodward-SmithKaren Vinten-HughesKaren Vinten-HughesfalseNo description of principal 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