Talon Business Solutions Limited - Limited company accounts 18.2

REGISTERED NUMBER: SC125001 (Scotland)

Report of the Directors and

Financial Statements For The Year Ended 30 September 2019

for

Talon Business Solutions Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Statement of Comprehensive Income

5

Statement of Financial Position

6

Statement of Changes in Equity

7

Notes to the Financial Statements

8

DIRECTORS:

T O'Hara C.A

D M Chazan

A L Turnbull

REGISTERED OFFICE:

Solais House

19 Phoenix Crescent

Strathclyde Business Park

Bellshill

ML4 3NJ

REGISTERED NUMBER:

SC125001 (Scotland)

INDEPENDENT AUDITORS:

Robb Ferguson

Chartered Accountants & Statutory Auditors

Regent Court

70 West Regent Street

Glasgow

G2 2QZ

The directors present their report with the financial statements of the company for the year ended 30 September 2019.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 October 2018 to the date of this

report.

T O'Hara C.A

D M Chazan

A L Turnbull

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with

applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors

have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting

Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not

approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the

company and of the profit or loss of the company for that period. In preparing these financial statements, the directors

are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the

company's transactions and disclose with reasonable accuracy at any time the financial position of the company and

enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for

safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud

and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act

2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken

as a director in order to make himself aware of any relevant audit information and to establish that the company's

auditors are aware of that information.

AUDITORS

The auditors, Robb Ferguson, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small

companies.

ON BEHALF OF THE BOARD:

T O'Hara C.A - Director

31 January 2020

Opinion

We have audited the financial statements of Talon Business Solutions Limited (the 'company') for the year ended

30 September 2019 which comprise the Statement of Comprehensive Income, Statement of Financial Position,

Statement of Changes in Equity 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 Financial Reporting Standard 102 'The Financial Reporting Standard

applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 30 September 2019 and of its 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.

Basis for opinion

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 Auditors' responsibilities for the audit of the

financial statements section of our report. We are independent of the company in accordance with the ethical

requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard,

and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit

evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to

you where:

-	the directors' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information in the Report of

the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or

apparent material misstatements, we are required to determine whether there is a material misstatement in the financial

statements or a material misstatement of the other information. 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 the audit:

-	the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit,

we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you

if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 necessary to enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a

going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic

alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

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 Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the

Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those

matters we are required to state to them in a Report of the Auditors 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.

Graham Cantlay CA (Senior Statutory Auditor)

for and on behalf of Robb Ferguson

Chartered Accountants & Statutory Auditors

Regent Court

70 West Regent Street

Glasgow

G2 2QZ

31 January 2020

TURNOVER

4,182,629

2,954,910

Cost of sales

1,416,793

934,747

GROSS PROFIT

2,765,836

2,020,163

Administrative expenses

2,351,873

1,684,703

OPERATING PROFIT

413,963

335,460

Other income

162,146

174,500

Interest receivable and similar income

83

763

162,229

175,263

576,192

510,723

Interest payable and similar expenses

5,396

1,427

PROFIT BEFORE TAXATION

570,796

509,296

Tax on profit

103,659

71,606

PROFIT FOR THE FINANCIAL YEAR

467,137

437,690

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

467,137

437,690

FIXED ASSETS

Intangible assets

4

407,372

296,548

Tangible assets

5

49,000

48,461

Investments

6

16,000

252,980

472,372

597,989

CURRENT ASSETS

Stocks

7

4,970

4,970

Debtors

8

1,167,754

848,402

Cash at bank and in hand

402,323

473,786

1,575,047

1,327,158

CREDITORS

Amounts falling due within one year

9

888,821

897,402

NET CURRENT ASSETS

686,226

429,756

TOTAL ASSETS LESS CURRENT LIABILITIES

1,158,598

1,027,745

CREDITORS

Amounts falling due after more than one year

10

-

(23,985

)

PROVISIONS FOR LIABILITIES

(9,310

)

(9,208

)

DEFERRED INCOME

(256,893

)

(109,294

)

NET ASSETS

892,395

885,258

CAPITAL AND RESERVES

Called up share capital

70,000

70,000

Retained earnings

822,395

815,258

SHAREHOLDERS' FUNDS

892,395

885,258

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the Board of Directors on 31 January 2020 and were signed on its behalf by:

T O'Hara C.A - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 October 2017

70,000

377,568

447,568

Changes in equity

Total comprehensive income

-

437,690

437,690

Balance at 30 September 2018

70,000

815,258

885,258

Changes in equity

Dividends

-

(460,000

)

(460,000

)

Total comprehensive income

-

467,137

467,137

Balance at 30 September 2019

70,000

822,395

892,395

1.	STATUTORY INFORMATION

Talon Business Solutions Limited is a private company, limited by shares , registered in Scotland. The

company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party

transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates,

value added tax and other sales taxes.

Turnover from the supply of services represents the value of services provided under contracts to the extent that

there is a right to consideration and is recorded at the value of the consideration due. Where a contract has only

been partially completed at the balance sheet date turnover represents the value of the service provided to the

date based on a proportion of the total contract value. Where payments are received from customers in advance

of services provided, the amounts are recorded as deferred income and included as part of creditors due within

one year.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2016, is being amortised evenly over its estimated useful life of ten years.

Intangible fixed assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost

less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of ten years.

Development expenditure is capitalised where the directors are satisfied as to the technical, commercial and

financial viability of the individual project. In such cases, the identifiable expenditure is deferred and amortised

over the period by which the company is expected to benefit which is currently assessed as ten years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixed plant and equipment

-

25% on cost

Fixtures and fittings

-

25% on cost

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow

moving items.

Financial instruments

Basic financial instruments are recognised at amortised cost, except for investments in non-convertible

preference and non-puttable ordinary shares which are measured at fair value, with changes recognised in profit

or loss. Derivative financial instruments are initially recorded at cost and thereafter at fair value with changes

recognised in profit or loss.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to

the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or

substantively enacted by the statement of financial position date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the

statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from

those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that

have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the

timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they

will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 39 (2018 - 32 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

Goodwill

assets

Totals

£

£

£

COST

At 1 October 2018

199,098

188,196

387,294

Additions

149,505

15,000

164,505

At 30 September 2019

348,603

203,196

551,799

AMORTISATION

At 1 October 2018

38,161

52,585

90,746

Charge for year

34,861

18,820

53,681

At 30 September 2019

73,022

71,405

144,427

NET BOOK VALUE

At 30 September 2019

275,581

131,791

407,372

At 30 September 2018

160,937

135,611

296,548

5.	TANGIBLE FIXED ASSETS

Fixed

Fixtures

plant and

and

equipment

fittings

Totals

£

£

£

COST

At 1 October 2018

81,119

47,474

128,593

Additions

23,531

1,000

24,531

At 30 September 2019

104,650

48,474

153,124

DEPRECIATION

At 1 October 2018

45,277

34,855

80,132

Charge for year

17,226

6,766

23,992

At 30 September 2019

62,503

41,621

104,124

NET BOOK VALUE

At 30 September 2019

42,147

6,853

49,000

At 30 September 2018

35,842

12,619

48,461

6.	FIXED ASSET INVESTMENTS

Other

investments

£

COST

At 1 October 2018

252,980

Impairments

(236,980

)

At 30 September 2019

16,000

NET BOOK VALUE

At 30 September 2019

16,000

At 30 September 2018

252,980

The company's investments at the Statement of Financial Position date in the share capital of companies include

the following:

Vozero Limited

Registered office: Solais House, 19 Phoenix Crescent, Strathclyde Business Park, Bellshill, ML4 3NJ

Nature of business:

%

Class of shares:

holding

Ordinary Shares

100.00

7.

STOCKS

2019

2018

£

£

Stocks

4,970

4,970

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Trade debtors

511,738

541,998

Amounts owed by group undertakings

624,622

283,223

Directors loan account

17,381

-

Prepayments

14,013

23,181

1,167,754

848,402

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2019

2018

£

£

Loan notes

25,000

75,000

Trade creditors

334,690

268,927

Amounts owed to group undertakings

11,265

36,589

Tax

104,666

69,944

Social security and other taxes

44,916

28,648

VAT

121,187

106,468

Directors loan account

-

23,070

Accruals

247,097

288,756

888,821

897,402

10.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2019

2018

£

£

Directors loan account

-

23,985

11.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2019

2018

£

£

Within one year

40,363

38,511

Between one and five years

28,083

64,470

In more than five years

1,761

-

70,207

102,981

12.	CONTINGENT LIABILITIES

A cross guarantee exists between the company and its parent company, Kick ICT Group Ltd, the company's

subsidiary, Vozero Limited and other group companies, Castle Computer Services Limited and Castle Computer

Services (Dynamics) Ltd. The total contingent liability at 30 September 2019 is £2,595,630 (2018- £3,270,742).

13.	DEFERRED INCOME

2019

2018

£

£

Deferred income

256,893

109,294

14.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 30 September 2019 and

30 September 2018:

2019

2018

£

£

D M Chazan

Balance outstanding at start of year

(47,985

)

(72,300

)

Amounts advanced

37,333

24,763

Amounts repaid

-

(448

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

(10,652

)

(47,985

)

T O'Hara C.A

Balance outstanding at start of year

930

-

Amounts advanced

31,099

31,145

Amounts repaid

(17,329

)

(30,215

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

14,700

930

A L Turnbull

Balance outstanding at start of year

-

-

Amounts advanced

13,333

-

Amounts repaid

-

-

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

13,333

-

15.	ULTIMATE CONTROLLING PARTY

16.	ULTIMATE PARENT COMPANY

The ultimate parent company is Kick ICT Group Limited. The immediate group which the company is included

within consolidated accounts of is Kick ICT Group Limited.