Transac International Holding Limited - Limited company accounts 20.1

REGISTERED NUMBER: 01268107 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 March 2020

for

TRANSAC INTERNATIONAL HOLDING LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Statement of Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

16

DIRECTORS:

P S Troniseck

C Elsegood

REGISTERED OFFICE:

73 Park Lane

Croydon

CR0 1JG

REGISTERED NUMBER:

01268107 (England and Wales)

AUDITORS:

Owadally & King

Chartered Certified Accountants

& Registered Auditors

73 Park Lane

Croydon

Surrey

CR0 1JG

The directors present their strategic report of the company and the group for the year ended 31 March 2020.

REVIEW OF BUSINESS

Transac has continued to deliver on existing supply and maintenance contracts in the Middle East, despite an unfortunate downturn in new business which is reflected in decreased turnover. One of our key markets, Saudi Arabia, has been undergoing the implementation of a restructured, centralised, government procurement system which has delayed the procedure for new purchase orders and contracts to be awarded. We believe this has been across the board in our sector with partners and competitors reporting the same.

During this period however we have continued to develop products and specialist vehicle designs in new directions and believe that we will be able to capitalise on this investment in the coming year, and move forward with our key market once restructuring is complete.

The directors remain buoyant that business will return to its previous levels and that the investments made this year in new territories specifically will show a more robust, positive outlook for 2021.

The results of the Group for the year show a loss before tax of 2020 is £665,824 (2019: loss of £841,377). The shareholders' funds of the Group total £3,304,099 (2019: £3,914,271). Although the Group is showing a loss during 2020, we expect significant results in the coming year. This has largely been due to political factors outside of our control in our core markets, which have been stabilised and indicate a strong growth going forward..

NON FINANCIAL PERFORMANCE INDICATORS

The company is committed to conducting its business in an ethically responsible manner, and this commitment has been recognised in that operating and management systems have been certified as meeting the standards of ISO 9001 (Quality Assurance) and TRACE certification.

PRINCIPAL RISKS AND MITIGATION

The process of risk acceptance and risk management is addressed through a framework of policies, procedures and internal controls. All policies are subject to Board approval and ongoing review by management. Compliance with regulation, legal and ethical standards is a high priority for Transac and the management of the company take on an important oversight role in this regard.

The company manages this risk by maintaining a policy of price stability and value, while continually investing in new innovative product designs. In this way it has established a niche in the market. The company sells specialist products, which are governed by constantly changing technologies.

FINANCIAL INSTRUMENTS

The Company's principal financial instruments comprise of bank balances, bank trade facilities, trade creditors and trade debtors. The main purpose of these instruments is to raise funds for the company's operations and to finance the company's operations.

The company manages the liquidity risk by ensuring there are sufficient funds to meet the payments.

The company's policy in respect to sales is that all goods are paid for when ordered and before delivery, unless otherwise agreed with its customers. This helps to eliminate the risk involved in managing debtors. Trade creditors liquidity risk is managed by ensuring sufficient funds are available to meet amounts due. Terms are agreed in advance with suppliers and all outstanding invoices are entered onto a cash flow model.

There is some risk of foreign exchange variances, but this is mitigated by the company's use of foreign currency accounts and securing forward currency exchange options. In respect of trade debtors the company offers credit terms to its customers subject to assets limits.

RESEARCH AND DEVELOPMENT AND FUTURE DEVELOPMENTS

The company will continue its policy to invest in research and development in order to retain a competitive position in the market.

ON BEHALF OF THE BOARD:

Director

29 March 2021

The directors present their report with the financial statements of the company and the group for the year ended 31 March 2020.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of marketing agent for security vehicles and related products.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2020.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2019 to the date of this report.

P S Troniseck

C Elsegood

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, 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 the group 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;

-	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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group 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 group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Owadally & King, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

P S Troniseck - Director

29 March 2021

Opinion

We have audited the financial statements of Transac International Holding Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2020 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 group's and of the parent company affairs as at 31 March 2020 and of the group's loss 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 group 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 group'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 Group Strategic Report and 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or 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 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.

- In the light of the knowledge and understanding of the company and it's environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the director's report.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 group's and the 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 the parent 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.

Mr Mohammed Yousouf F Owadally (Senior Statutory Auditor)

for and on behalf of Owadally & King

Chartered Certified Accountants

& Registered Auditors

73 Park Lane

Croydon

Surrey

CR0 1JG

30 March 2021

TURNOVER

1,409,921

6,638,212

Cost of sales

821,851

6,001,099

GROSS PROFIT

588,070

637,113

Administrative expenses

1,274,993

1,488,468

OPERATING LOSS

4

(686,923

)

(851,355

)

Interest receivable and similar income

21,099

9,993

(665,824

)

(841,362

)

Interest payable and similar expenses

5

-

15

LOSS BEFORE TAXATION

(665,824

)

(841,377

)

Tax on loss

6

(55,752

)

(59,604

)

LOSS FOR THE FINANCIAL YEAR

(610,072

)

(781,773

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(610,072

)

(781,773

)

Loss attributable to:

Owners of the parent

(610,072

)

(781,773

)

Total comprehensive income attributable to:

Owners of the parent

(610,072

)

(781,773

)

FIXED ASSETS

Tangible assets

8

27,995

38,339

Investments

9

-

-

27,995

38,339

CURRENT ASSETS

Debtors

10

7,057,351

7,682,725

Investments

11

12,692

12,692

Cash at bank and in hand

753,884

808,047

7,823,927

8,503,464

CREDITORS

Amounts falling due within one year

12

4,331,723

4,411,532

NET CURRENT ASSETS

3,492,204

4,091,932

TOTAL ASSETS LESS CURRENT LIABILITIES

3,520,199

4,130,271

CAPITAL AND RESERVES

Called up share capital

15

100

100

Retained earnings

16

3,304,099

3,914,171

SHAREHOLDERS' FUNDS

3,304,199

3,914,271

NON-CONTROLLING INTERESTS

17

216,000

216,000

TOTAL EQUITY

3,520,199

4,130,271

The financial statements were approved by the Board of Directors and authorised for issue on 29 March 2021 and were signed on its behalf by:

P S Troniseck - Director

FIXED ASSETS

Tangible assets

8

27,778

38,051

Investments

9

606,062

606,062

633,840

644,113

CURRENT ASSETS

Debtors

10

7,051,054

7,676,428

Investments

11

12,692

12,692

Cash at bank and in hand

752,263

805,750

7,816,009

8,494,870

CREDITORS

Amounts falling due within one year

12

5,903,899

5,992,002

NET CURRENT ASSETS

1,912,110

2,502,868

TOTAL ASSETS LESS CURRENT LIABILITIES

2,545,950

3,146,981

CAPITAL AND RESERVES

Called up share capital

15

100

100

Retained earnings

16

2,545,850

3,146,881

SHAREHOLDERS' FUNDS

2,545,950

3,146,981

Company's loss for the financial year

(601,031

)

(773,668

)

The financial statements were approved by the Board of Directors and authorised for issue on 29 March 2021 and were signed on its behalf by:

P S Troniseck - Director

Called up

share

Retained

Non-controlling

Total

capital

earnings

Total

interests

equity

£

£

£

£

£

Balance at 1 April 2018

100

4,695,944

4,696,044

216,000

4,912,044

Changes in equity

Total comprehensive income

-

(781,773

)

(781,773

)

-

(781,773

)

Balance at 31 March 2019

100

3,914,171

3,914,271

216,000

4,130,271

Changes in equity

Total comprehensive income

-

(610,072

)

(610,072

)

-

(610,072

)

Balance at 31 March 2020

100

3,304,099

3,304,199

216,000

3,520,199

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2018

100

3,920,549

3,920,649

Changes in equity

Total comprehensive income

-

(773,668

)

(773,668

)

Balance at 31 March 2019

100

3,146,881

3,146,981

Changes in equity

Total comprehensive income

-

(601,031

)

(601,031

)

Balance at 31 March 2020

100

2,545,850

2,545,950

Cash flows from operating activities

Cash generated from operations

1

(4,220,419

)

(703,455

)

Interest paid

-

(15

)

Tax paid

9,102

(59,604

)

Net cash from operating activities

(4,211,317

)

(763,074

)

Cash flows from investing activities

Purchase of tangible fixed assets

(1,525

)

(7,725

)

Interest received

21,099

9,993

Net cash from investing activities

19,574

2,268

Cash flows from financing activities

New loans in year

3,859,085

-

Amount withdrawn by directors

(30,806

)

(29,200

)

Ex-Dir loan transferred to other debtors

309,301

-

Net cash from financing activities

4,137,580

(29,200

)

Decrease in cash and cash equivalents

(54,163

)

(790,006

)

Cash and cash equivalents at beginning of year

2

808,047

1,598,053

Cash and cash equivalents at end of year

2

753,884

808,047

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2020

2019

£

£

Loss before taxation

(665,824

)

(841,377

)

Depreciation charges

11,868

13,762

Rounding adjustment

1

(1

)

Finance costs

-

15

Finance income

(21,099

)

(9,993

)

(675,054

)

(837,594

)

Decrease/(increase) in trade and other debtors

346,879

(4,103,670

)

(Decrease)/increase in trade and other creditors

(3,892,244

)

4,237,809

Cash generated from operations

(4,220,419

)

(703,455

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 March 2020

31.3.20

1.4.19

£

£

Cash and cash equivalents

753,884

808,047

Year ended 31 March 2019

31.3.19

1.4.18

£

£

Cash and cash equivalents

808,047

1,598,053

3.	ANALYSIS OF CHANGES IN NET FUNDS/(DEBT)

At 1.4.19

Cash flow

At 31.3.20

£

£

£

Net cash

Cash at bank and in hand

808,047

(54,163

)

753,884

808,047

(54,163

)

753,884

Liquid resources

Current asset investments

12,692

-

12,692

12,692

-

12,692

Debt

Debts falling due within 1 year

-

(3,859,085

)

(3,859,085

)

-

(3,859,085

)

(3,859,085

)

Total

820,739

(3,913,248

)

(3,092,509

)

1.	STATUTORY INFORMATION

Transac International Holding Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

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" 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.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Turnover

Turnover represents net invoiced value of contracts, excluding value added tax, for long term contracts and contracts for on-going services, turnover is recognised by reference to the stage of completion and when a right to consideration exists.

Tangible fixed assets

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

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

Motor vehicles

-

25% on reducing balance

Fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.

Depreciation on the fixed assets (including computer equipment, fixtures and fittings and motor vehicles) is charged to profit and loss so as to write off their value, over their estimated useful lives of at a rate of 25% using the reducing balance method.

At each balance sheet date, the Company reviews the carrying amounts of its fixed assets to determine whether there is any indication that any of these items have suffered an impairment loss. If any such indication exists, the recoverable amount of an 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 the asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of an asset is reduced to its recoverable amount. Impairment loss is recognised as an expense immediately.

Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised as income immediately.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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 balance sheet date.

Deferred tax

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

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Trade and other debtors

Trade and other debtors that are receivable within one year and do not constitute a financing transaction are recorded at the undiscounted amount expected to be received, net of impairment. Those that are receivable after more than one year or that constitute a financing transaction are recorded initially at fair value less transaction costs and subsequently at amortised cost, net of impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. In the statement of financial position, bank overdrafts, if any, are shown within borrowings or current liabilities.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

3.	EMPLOYEES AND DIRECTORS

2020

2019

£

£

Wages and salaries

733,220

643,629

Social security costs

89,287

77,780

Other pension costs

6,658

3,678

829,165

725,087

The average number of employees during the year was as follows:

2020

2019

Employees

9

9

The average number of employees by undertakings that were proportionately consolidated during the year was 9 (2019 - 9 ) .

2020

2019

£

£

Directors' remuneration

426,238

376,864

Information regarding the highest paid director is as follows:

2020

2019

£

£

Emoluments etc

321,238

224,994

4.	OPERATING LOSS

The operating loss is stated after charging/(crediting):

2020

2019

£

£

Hire of plant and machinery

11,400

13,482

Depreciation - owned assets

11,869

13,761

Audit fees

10,000

10,000

Foreign exchange differences

(327,920

)

(269,678

)

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2020

2019

£

£

Bank interest

-

15

6.

TAXATION

Analysis of the tax credit

The tax credit on the loss for the year was as follows:

2020

2019

£

£

Current tax:

Adjustment to prior year tax

(55,752

)

(59,604

)

Tax on loss

(55,752

)

(59,604

)