| APOLLO RADIOLOGY INTERNATIONAL LIMITED |
| Notes to the Accounts |
| for the period from 1 October 2023 to 14 November 2024 |
|
|
| 1 |
Accounting policies |
|
| 1.1 |
Basis of preparation |
|
Apollo Radiology International Limited (formerly known as InHealth Reporting Limited) is a private company limited by shares, incorporated and registered in England and Wales. The company’s registered number and office address are available on the Company Information page.On 15 November 2024, Apollo Radiology International Private Limited, a company incorporated in India, became the immediate parent company of Apollo Radiology International Limited. Prior to this change, the parent company was InHealth Limited, also registered in England and Wales, which held 100% of the shareholding in Apollo Radiology International Limited. |
|
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard FRS101 'Reduced Disclosure Framework' and the Companies Act 2006 except for the departure from the Companies Act explained in note l .5. The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. |
|
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note l .12). |
|
| 1.2 |
FRS 101 - reduced disclosure exemptions |
|
|
In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures: |
|
- IAS l 'Presentation of Financial Statements': Exemption from providing comparative movement schedules for share capital, intangible assets, and property, plant and equipment. |
|
- IAS l 'Presentation of Financial Statements': Exemption from presenting a statement of cash flows, from making an explicit and unreserved statement of compliance with IFRS standards and from the capital management disclosure requirements of the standard. |
|
- IAS 7 'Cash Flow Statement': Complete exemption from preparing a cash flow statement and the related notes. |
|
- IAS 8 'Accounting Policies, Changes in Accounting Estimates and Errors': Exemption from the disclosure of new or revised IFRSs that have not been amended, as well as the disclosure of their likely impact. |
|
- IAS 24 'Related Party Disclosures': Disclosure exemption for related party transactions entered into between two or more members of a group provided that any subsidiary which is a party to the transaction is wholly owned by such a member. |
|
|
- IAS 36 'Impairment of Assets': Available exemptions from disclosures at the cash generating unit level, including as it pertains to assumptions and sensitivity analysis. |
|
- IFRS 7 'Financial Instruments': Complete exemption of the disclosures mandated by the standard. other than where required to comply with legal requirements. |
|
- IFRS 13 'Fair Value Measurement': Complete exemption of the disclosures mandated by the standard, other than where required to comply with legal requirements. |
|
- IFRS 15 'Revenue from contracts with customers': Partial exemption from the new disclosure requirements set out by the standard. |
|
Taking up these disclosure exemptions is made possible by the inclusion of equivalent disclosures within the consolidated financial statements of Apollo Radiology International Private Limited a company registered in India. |
|
| 1.3 |
Going concern |
|
At the time 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.The going concern basis of accounting in preparing the financial statements of the company is therefore considered appropriate by the directors. |
|
The directors and the parent company have provided assurances that they will continue supporting the company by providing assistance. This will also assist the company to meet its current obligations as and when they fall due. |
|
Going concern consideration |
|
The Company tested the financial impact on the following areas of financial statements that can be affected: |
|
Breach of trade contracts |
|
Revenue |
|
Administrative expenses |
|
Current and non current assets fair value measurements |
|
Trade and other receivables and payables |
|
| 1.4 |
Financial Instruments |
|
The Company's main financial instruments comprise: cash at bank and in hand; trade debtors, trade creditors and amounts from/to group undertakings. |
|
Cash at bank and in hand |
|
Cash at bank and in hand comprises cash balances and call deposits. |
|
Trade debtors and amounts owed by group undertakings |
|
Trade debtors and amounts owed by group undertakings are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses. |
|
Trade creditors and amounts owed to group undertakings |
|
Trade creditors and amounts owed to group undertakings are recognised initially at fair value. Subsequent lo initial recognition they are measured at amortised cost using the effective interest method. |
| 1.5 |
Goodwill |
|
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units and is not amortised but is tested annually for impairment. |
|
The company does not amortise goodwill in accordance with the requirements of IFRS as applied under FRS101. Instead an annual impairment test is performed and any impairment that is identified is recognised in the income statement. The non-amortisation of goodwill conflicts with paragraph 22 of Schedule l to 'The Small Companies and Groups (Accounts and Directors' Report) Regulations 2008' (SI 2008/409), which requires acquired goodwill to be written off over its useful economic life. As such, the non-amortisation of goodwill is a departure, for the overriding purpose of giving a true and fair view, from the requirement of paragraph 22 of Schedule l to the Regulations. |
|
It is not possible to quantify the effect of the departure from the Companies Act, because a finite life for the goodwill has not been identified. However, the effect of amortising over a useful life of 10 years (maximum permissible useful economic life per paragraph 22, sub-paragraph (3) of Schedule l) would be a charge of £111,000 (2023: £111,000) against operating profit or loss, and a reduction of £967,000 (2023: £856,000) in the carrying value of goodwill in the balance sheet. |
|
|
| 1.6 |
Turnover |
|
Revenue consists of sales for plain film reporting services and teleradiology services, which is measured as the fair value of consideration received for the activity pertormed, represents the amounts invoiced for the provision of diagnostic services and healthcare solutions (excluding value added tax). |
|
Revenue is recognised on the basis of the 5-step model under IFRS 15, which sets out the rules for revenue from contracts with customers based on the satisfaction of performance obligations |
|
Management has undertaken a detailed assessment of all revenue streams using the 5-step approach specified by IFRS 15: |
|
|
- Identify the conlract(s) with the customer |
|
- Identify the performance obligations in the contract |
|
- Determine the transaction price through contracted agreed price |
|
- Allocate the transaction price to the performance obligations in the contract |
|
- Recognise revenue when (or as) a performance obligation is satisfied |
|
|
The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any transaction prices for the lime value of money. |
|
|
Rendering of services |
|
Revenue from providing services is recognised in the accounting period in which the services are rendered and when performance obligations are satisfied. The Company typically satisfies its performance obligations as services are rendered on a "per report delivered" basis. |
|
Revenue is recognised when a contract with enforceable rights and obligations exists and the receipt of consideration is likely, taking into account the customer's credit quality. Payment terms are typically 30 days with no significant financing component or variable consideration. |
|
|
| 1.7 |
Intangible assets |
|
Intangible assets acquired by the Company are stated at cost less accumulated amortisation and accumulated impairment losses. Licences purchased by the Company are amortised to nil by equal instalments over their useful life. |
|
Amortisation |
|
Amortisation is charged to the income statement, included within administrative expenses, on a straight-line basis over the estimated useful lives of intangible assets. Intangible software assets are amortised from the dale they are available for use. The estimated useful lives are as follows |
|
Intangible software |
1 to 5 years |
|
|
| 1.8 |
Tangible fixed assets |
|
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost is defined as all costs necessary to bring the asset to working condition for its intended use. Where parts of an item of tangible fixed assets have different useful lives, they are accounted for as separate items of tangible fixed assets. |
|
Depreciation is charged to the profit and loss account on a straight-line basis over the estimated useful lives of each part of an item of tangible fixed assets. Assets under construction are not depreciated. The estimated useful lives are as follows: |
|
|
Computer equipment |
3 to 6 years straight line |
|
|
Depreciation methods, useful lives and residual values are reviewed at each balance sheet date |
|
| 1.9 |
Impairment of non-financial assets |
|
|
The carrying amounts of the Company's non-financial assets are reviewed at each reporting dale to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For goodwill. and intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is estimated each year at the same time. |
|
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. 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 the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units, or ("CGUs"). Subject to an operating segment ceiling test, for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination. |
|
An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units. and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rota basis. |
|
|
| 1.10 |
Taxation |
|
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account except to the extent that it relates to items recognised directly in equity or Other Comprehensive Income, in which case ii is recognised directly in equity or Other Comprehensive Income. |
|
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years. For group relief, payments are made by the claimant group undertaking to the surrendering group undertaking for the tax benefit gained |
|
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill: the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet dale. |
|
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised. |
|
|
| 1.11 |
Employee benefits |
|
Defined contribution plans |
|
A defined contribution plan is a post-employment benefit plan under which the Company pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an expense in the profit and loss account in the periods during which services are rendered by employees. |
|
| 1.12 |
Significant accounting estimates and judgements |
|
The preparation of the financial statements requires management to make judgements, estimates and assumptions in the application of accounting policies that affect reported amounts of assets. liabilities, revenues and expenses during the year. |
|
Management periodically evaluates its estimates and judgements and bases them on historical experience and other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgements about the carrying values of assets and liabilities that are not readily available from other resources. Actual results may differ from these estimates. |
|
In the process of applying the Company's accounting policies, the directors have not made assumptions about the future, and other major sources of estimation uncertainty at the end of the reporting period, that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year. |
|
Additionally, in the process of applying the Company's accounting policies, the directors have not made material judgements that have had a significant effect on the amounts recognised in the financial statements. |
|
| 1.13 |
Reporting period |
|
The financial statements for the accounting reference period date 14 November 2024 have been prepared for a period up to 15 November 2024 as the company has taken advantage Section 390(3)(b) of the Companies Act 2006 in preparing its financial statements. |
|
| 2 |
Staff numbers and costs |
|
|
The average number of persons employed by the Company during the year, analysed by category, was as follows: |
|
|
|
|
|
|
2024 |
|
2023 |
| Number |
Number |
|
|
Operations |
15 |
|
19 |
|
|
|
|
|
|
|
|
|
|
The aggregate payroll costs of these persons were as follows: |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
Wages and salaries |
764 |
|
523 |
|
Social security costs |
76 |
|
44 |
|
Pension costs |
32 |
|
17 |
|
|
|
|
|
|
872 |
|
584 |
|
|
|
|
|
|
|
|
|
|
All directors except Chandra Sekhar Chvukka and Dr Sreenivasa Raju Kalidindi are employed and remunerated by former parent company lnHealth Limited and no amounts are recharged to the Company (2023: £nil). The Directors' duties are considered incidental to the rest of their services to the Group and as such no apportionment of their remuneration has been reflected within these financial statements including with the staff costs above. |
|
|
| 5 |
Interest payable and similar expenses |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
Interest payable and similar expenses |
|
Bank interest payable |
26 |
|
87 |
|
Other loan interest payable |
29 |
|
43 |
|
|
|
|
|
|
55 |
|
130 |
|
|
|
|
|
|
|
|
|
| 6 |
Income tax expense |
2024 |
|
2023 |
|
Recognised in the profit and loss account |
£000 |
|
£000 |
|
|
UK corporation tax/ group relief |
64 |
|
(199) |
|
Adjustments in respect of previous periods |
28 |
|
- |
|
|
|
|
|
|
92 |
|
(199) |
|
Deferred tax: |
|
Origination and reversal of timing differences |
- |
|
- |
|
Effect of increased tax rate on opening liability |
- |
|
- |
|
Tax on profit on ordinary activities |
92 |
|
(199) |
|
|
Factors affecting tax charge for period |
|
|
Profit or loss on ordinary activities before tax |
80 |
|
(947) |
|
|
|
|
|
|
|
|
|
|
Standard rate of corporation tax in the UK |
25% |
|
22.01% |
|
|
Profit on ordinary activities multiplied by the standard rate of corporation tax |
|
|
|
20 |
|
(208) |
|
|
Fixed asset differences |
(12) |
|
24 |
|
Expenses not deductible for tax purposes |
56 |
|
- |
|
Income not taxable |
(15) |
|
Adjustments to tax charge in respect of previous periods |
- |
|
- |
|
|
Current tax charge or credit for period |
64 |
|
(199) |
|
|
|
|
|
|
|
|
|
|
Factors that may affect future lax charges |
|
|
Corporation tax rate increased to 25% from 1 April 2023. The current tax and deferred tax liability at 30 September 2023 has been calculated based on these rates. |
|
| 3 |
Goodwill and Intangible assets |
Goodwill |
|
Intangible |
| software |
|
|
|
|
|
|
£000 |
|
£000 |
|
Cost |
|
At 1 October 2023 |
1,113 |
|
448 |
|
At 14 November 2024 |
1,113 |
|
448 |
|
|
|
|
|
|
|
|
|
|
Amortisation |
|
At 1 October 2023 |
- |
|
385 |
|
Provided during the period |
- |
|
27 |
|
At 14 November 2024 |
- |
|
412 |
|
|
|
|
|
|
|
|
|
|
Net book value |
|
At 14 November 2024 |
1,113 |
|
36 |
|
At 30 September 2023 |
1,113 |
|
63 |
|
|
|
|
|
|
|
|
|
|
|
Goodwill has been allocated to the Company's cash generating unit as follows: |
|
|
|
|
|
|
2024 |
|
2023 |
|
Goodwill |
£000 |
|
£000 |
|
|
Apollo Radiology International Limited trading activities |
1,113 |
|
1,113 |
|
|
|
|
|
|
|
|
|
|
Goodwill has been generated through the hive up of trade and assets of subsidiaries over a period of time. This trade has been fully incorporated within the overall Apollo Radiology International Limited trading activities. |
|
| 4 |
Tangible fixed assets |
|
|
|
|
|
|
|
|
Computer equipment |
|
|
|
|
|
|
|
|
£000 |
|
Cost |
|
At 1 October 2023 |
712 |
|
Disposals |
- |
|
At 14 November 2024 |
712 |
|
|
|
|
|
|
|
|
|
|
Depreciation |
|
At 1 October 2023 |
249 |
|
Charge for the period |
166 |
|
At 14 November 2024 |
415 |
|
|
|
|
|
|
|
|
|
|
Net book value |
|
At 14 November 2024 |
297 |
|
At 30 September 2023 |
463 |
|
|
| 5 |
Investments |
|
Subsidiary undertakings |
|
The Company has the following investments in subsidiaries: |
|
|
Subsidiary Name |
Principal |
Share nominal |
2024 |
|
2023 |
|
|
activity |
value |
|
E-Locum Services Limited |
Provision of reporting services |
|
£1 |
|
- |
|
100% |
|
Medical Imaging Audit and Accreditation Limited |
Dormant |
£1 |
|
- |
|
100% |
|
|
The registered office address of these former subsidiaries is Beechwood Hall, Kingsmead Road, High Wycombe, Buckinghamshire, HP1 1JL |
|
On 31 May 2024 the Company sold these subsidiary undertakings to its former parent company lnHealth Limited for consideration of £1. |
|
|
|
| 6 |
Debtors |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
|
Trade debtors |
12 |
|
98 |
|
Amounts owed by group undertakings |
|
565 |
|
151 |
|
Prepayments and accrued income |
286 |
|
185 |
|
|
|
|
|
|
863 |
|
434 |
|
|
|
|
|
|
|
|
|
|
Amounts owed by group undertakings are interest free, repayable in accordance with credit terms and there is no security.
|
|
|
| 7 |
Creditors: amounts falling due within one year |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
|
Trade creditors |
406 |
|
7 |
|
Amounts owed to group undertakings |
|
- |
|
1,804 |
|
Taxation and social security costs |
72 |
|
- |
|
Accruals and deferred income |
351 |
|
880 |
|
|
|
|
|
|
829 |
|
2,691 |
|
|
|
|
|
|
|
|
|
|
Amounts owed to group undertakings in the prior year were interest-free, repayable on demand, and unsecured. On 31 May 2024, the Company issued 3,682,000 ordinary shares as consideration for the settlement of an intercompany debt balance, in accordance with a debt capitalisation agreement. |
|
| 8 |
Creditors: amounts falling due after one year |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
|
Amounts owed to group undertakings |
|
- |
|
1,576 |
|
|
|
|
|
|
|
|
|
|
Amounts owed to group undertakings in the prior year were settled on 31 May 2024 through the issuance of 3,682,000 ordinary shares, pursuant to a debt capitalisation agreement. This transaction extinguished an intercompany debt balance. The loan had a face value of £0 as at 31 May 2024 (2023: £1,427,000), carried an interest rate of 3.0% (2023: 3.0%), and was unsecured. The balance owed to group undertakings as at 30 September 2023 included accrued interest on the loan. |
| 13 |
Deferred tax liabilities |
|
Recognised deferred tax assets and liabilities |
|
Deferred tax liabilities are attributable to the following: |
| Liabilities |
Liabilities |
Net |
Net |
|
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
|
£000 |
|
£000 |
|
£000 |
|
£000 |
|
Fixed asset timing differences |
(105) |
|
(104) |
|
(105) |
|
(104) |
|
|
Net tax liabilities |
(105) |
|
(104) |
|
(105) |
|
(104) |
|
|
|
|
|
|
|
|
|
|
The deferred tax liabilities recognised in the table above have no expiry. The Company has no brought forward/carried forward tax losses, and thus no deferred tax asset was recognised at 14 November 2024 (2023: £nil), |
|
| 14 |
Share capital |
2024 |
|
2023 |
|
Authorised, allotted, called up and fully paid |
£000 |
|
£000 |
|
|
3,682,100 (2023: 100) Ordinary shares of £ 1.00 each |
3,682 |
|
- |
|
|
|
|
|
|
|
|
|
|
| 9 |
Capital contribution reserve |
2024 |
|
2023 |
|
|
|
|
|
|
£000 |
|
£000 |
|
|
At 1 October 2023 |
140 |
|
140 |
|
|
At 14 November 2024 |
140 |
|
140 |
|
|
|
|
|
|
|
|
|
|
During the year ended 30 September 2019, following a review of intro-group loans it was noted that benefit arising from below-market interest rates was not recorded in the issuing company and receiving company, Specifically, the increase in investment by the issuing company and the corresponding capital contribution by the receiving entity were not correctly recorded. The group operates a centralised treasury function and issues several intro-group loans, and recognised the necessary adjustments in investments and capital contributions accordingly as at 30 September 2019. This review resulted in an increase in contributed capital of the company by £140,000 as at 30 September 2019, which is included in the capital contribution reserve and there has been no further movement in subsequent accounting periods. |
|
| 16 |
Audit information |