Centre for Medicines Research International Limited - Period Ending 2013-12-31

Registration number: 04281417

ACCOUNTING PERIOD DATA REFRESH REQUIRED
Select the Refresh button on the Summary or Disclosure tab

Centre for Medicines Research International Limited

Annual Report and Financial Statements
 
for the Year Ended 31 December 2013

Centre for Medicines Research International Limited

Strategic Report for the Year Ended 31 December 2013

The directors present their strategic report for the year ended 31 December 2013.

Definitions

As used in this annual report, "the Group" and "Thomson Reuters" refer to the Thomson Reuters Corporation and its subsidiary undertakings, including joint ventures and associates. "The Company" refers to Centre for Medicines Research International Limited.

Principal activity

The principal activity of the Company is the provision of benchmarking research and development data to pharmaceutical companies.

Results and dividend

The profit for the financial year amounted to £1,069,316 (2012: £296,612).

On 3 May 2013, the Company transferred to its sole member, TR Organisation Limited, by way of interim dividend in specie, the entire issued share capital of Centre for Innovation in Regulatory Science Limited (2012: no dividends).

Principal risks and uncertainties

The directors consider the results for the year and the position at the end of it are satisfactory and they expect the present level of activity to be sustained for the foreseeable future.

From the perspective of the Company, the principal risks and uncertainties are integrated with the principal risks of the Group and are not managed separately. Accordingly, the principal risks and uncertainties of Thomson Reuters Corporation, which include those of the Company, are discussed in Thomson Reuters Corporation’s annual report which does not form part of this report.

Given the nature of the business, the Company's directors are of the opinion that analysis using key performance indicators is not necessary for an understanding of the development, performance or position of the business.

The management of financial risks is co-ordinated with those undertaken at Group level by Thomson Reuters Corporation. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company's and Group's financial performance. More details of the Group's risk management program can be found in the Thomson Reuters Corporation 2013 Annual Report.

Approved by the Board on 11 August 2014 and signed on its behalf by:

.........................................
H.E. Campbell
Director

Page 2

Centre for Medicines Research International Limited

Directors' Report for the Year Ended 31 December 2013

The directors present their report and the audited financial statements for the year ended 31 December 2013.

Directors of the company

The directors who held office during the year were as follows:

J. Brett-Harris

H.E. Campbell

I. Fraser

Statement of directors' responsibilities

The directors are responsible for preparing the strategic report, directors' report 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 prepared 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 apply them consistently;
	• make judgements and accounting estimates that are reasonable and prudent;
	• state whether applicable UK 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 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.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Small company provisions statement

This report has been prepared in accordance with the small companies regime under the Companies Act 2006.

Approved by the Board on 11 August 2014 and signed on its behalf by:

.........................................
H.E. Campbell
Director

Page 3

Centre for Medicines Research International Limited

Directors' Report for the Year Ended 31 December 2013

Registered office: Aldgate House, 33 Aldgate High Street, London, EC3N 1DL .

Page 4

Centre for Medicines Research International Limited

Independent Auditors' Report to the Members of Centre for Medicines Research International Limited

Report on the financial statements

Our opinion

In our opinion the financial statements, defined below:
•
give a true and fair view of the state of the Company's affairs as at

31 December 2013

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.

This opinion is to be read in the context of what we say in the remainder of this report.

What we have audited

The financial statements, which are prepared by Centre for Medicines Research International Limited, comprise:

•	the Balance Sheet as at 31 December 2013;
•	the Profit and Loss account for the year then ended; and
•	the notes to the financial statements, which include a summary of significant accounting policies and other explanatory information.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).

In applying the financial reporting framework, the directors have made a number of subjective judgements, for example in respect of significant accounting estimates. In making such estimates, they have made assumptions and considered future events.

What an audit of financial statements involves

We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) (ISAs (UK & Ireland)). An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of:

•	whether the accounting policies are appropriate to the Company's circumstances and have been consistently applied and adequately disclosed;
•	the reasonableness of significant accounting estimates made by the directors; and
•	the overall presentation of the financial statements.

In addition, we read all the financial and non-financial information in the Strategic Report, Directors' report and financial statements to identify material inconsistencies with the audited financial statements and to identify any information that is apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our report.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion the information given in the Directors' report and Strategic Report for the financial year for which the financial statements are prepared is consistent with the financial statements.

Page 5

Centre for Medicines Research International Limited

Independent Auditors' Report to the Members of Centre for Medicines Research International Limited

Other matters on which we are required to report by exception

Adequacy of accounting records and information and explanations received

Under the Companies Act 2006 we are required to report to you if, in our opinion:

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

We have no exceptions to report arising from this responsibility.

Directors' remuneration

Under the Companies Act 2006 we are required to report if, in our opinion, certain disclosures of directors’ remuneration specified by law have not been made. We have no exceptions to report arising from this responsibility.

Responsibilities for the financial statements and the audit

Our responsibilities and those of the directors

As explained more fully in the Statement of Directors’ Responsibilities set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view.

Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and ISAs (UK & Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.

This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

......................................
Simon Friend (Senior Statutory Auditor)
For and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London

Date: 11 August 2014

Page 6

Centre for Medicines Research International Limited

Profit and Loss Account for the Year Ended 31 December 2013

	Note	2013 £ 000	2012 £ 000 (As restated)
Turnover	2	4,436	3,474
Cost of sales		(1,989)	(1,861)
Gross profit		2,447	1,613
Administrative expenses		(1,312)	(1,307)
Operating profit	3	1,136	306
Profit on ordinary activities before interest and taxation		1,136	306
Interest receivable and similar income	6	2	3
Profit on ordinary activities before tax		1,138	309
Tax on profit on ordinary activities	7	(69)	(12)
Profit for the financial year		1,069	297

All results from both years arise from continuing operations.

The Company has no recognised gains or losses for the year other than the results above, so no separate statement of total recognised gains and losses is presented.

There is no difference between the profit on ordinary activities before tax and the profit for the financial year stated above and their historical cost equivalents.

The notes on pages 8 to 17 form an integral part of these financial statements.
Page 7

Centre for Medicines Research International Limited

(Registration number: 04281417)
Balance Sheet as at 31 December 2013

	Note	2013 £ 000	2012 £ 000
Fixed assets
Tangible assets	8	10	-
Investments	9	-	-
		10	-
Current assets
Debtors	10	2,808	1,812
Cash at bank and in hand		13	-
		2,821	1,812
Creditors: amounts falling due within one year	11	(922)	(973)
Net current assets		1,899	838
Net assets		1,908	838
Capital and reserves
Called up share capital	14	10	10
Share premium account	16	450	450
Profit and loss account	16	1,448	379
Total shareholders' funds	17	1,908	839

The financial statements on pages 6 to 17 were approved by the Board of Directors on 11 August 2014 and signed on its behalf by:

.........................................
H.E. Campbell
Director

The notes on pages 8 to 17 form an integral part of these financial statements.
Page 8

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

1

Accounting policies

Basis of preparation

These financial statements are prepared on the going concern basis, under the historical cost convention, and in accordance with the Companies Act 2006 and applicable accounting standards in the United Kingdom.

Exemption from preparing group financial statements

The financial statements contain information about Centre for Medicines Research International Limited as an individual company and do not contain consolidated financial information as the parent of a group. The Company has taken advantage of the exemption under Section 401 of the Companies Act 2006, from the requirement to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of Thomson Reuters Corporation, a company incorporated under the laws of the Province of Ontario, Canada. Copies of the Thomson Reuters annual report can be obtained from the address provided in note 18.

Cash flow statement and related party disclosures

The Company is a wholly owned subsidiary company of a group headed by Thomson Reuters Corporation, and is included in the consolidated financial statements of that company, which are publicly available. Consequently, the Company has taken advantage of the exemption within FRS 1(5)(a) ‘Cash flow statements (revised 1996)’ from preparing a cash flow statement.

The Company is also exempt under the terms of FRS 8(3)(c) ‘Related party disclosures’ from disclosing related party transactions with entities that are part of the Thomson Reuters Group.

A summary of the significant accounting policies, which have been consistently applied throughout the year, is set out below.

Use of estimates

Management is required to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. These estimates and assumptions are based on historical information and other factors which management consider reasonable. The accounts affected by these are provisions, accruals, impairments, fair values for share schemes, revenue recognition, depreciation and deferred tax.

Turnover

Turnover represents revenue received and the value of goods supplied and services rendered to third parties, net of VAT, and is stated after deduction of trade discounts and commissions. Revenue is recognised either on despatch of goods in the case of one-off product sales, or proportionately over the subscription period for products and services sold through a subscription. Revenue is only recognised when all significant conditions attaching to its receipt have been satisfied. Turnover also represents revenue receivable from the Group undertakings, which is recognised as and when the goods or services to which turnover relates have been delivered. In addition the Company licenses its data, limiting the use of the data to predetermined contract term. Revenue is recognised pro rata over the term of the contract when the service is provided.

Page 9

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

Deferred revenue

Subscription revenue due in advance of the delivery of services or publications is included in deferred revenue, and as services are rendered or publications are sent to subscribers the proportionate share is taken to the profit and loss account.

Interest

Interest receivable is recorded in the profit and loss account as it accrues.

Pensions

The Company operates a defined contribution pension scheme. Contributions are recognised in the profit and loss account in the period in which they become payable in accordance with the rules of the scheme.

Foreign currency translation
Transactions in foreign currencies are recorded at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the closing rates at the balance sheet date. All exchange differences are included in the profit and loss account.

Tangible fixed assets and depreciation

Tangible fixed assets are stated at historical purchase cost less accumulated depreciation. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Depreciation is calculated to write off the cost of tangible fixed assets, less their residual values, over their expected useful lives using the straight-line basis. The expected useful lives of the assets to the business are reassessed periodically in the light of experience.

Asset class	Depreciation method and rate
Computer Equipment	Straight-line 3 years
Computer software	Straight-line 3 years
Fixtures, fittings and equipment	Straight-line 2 years

Fixed asset investments

The Company holds investments in other companies. These are recognised as fixed asset investments and are stated at cost less any impairment.

Asset impairment
Tangible fixed assets are tested for impairment when an event that might affect asset values has occurred. An impairment loss is recognised to the extent that the carrying amount cannot be recovered either by selling the assets or by the discounted future earnings from operating the assets.

Doubtful debts

A provision for doubtful debts is established when there is evidence that the Company will not be able to collect all amounts due according to the original terms of these debtors.

Page 10

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

Current taxation

Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised directly in equity. In this case the tax is directly recognised in equity.

The current tax expense is based on the results for the year as adjusted for items that are not taxable or not deductible. Current tax is calculated using tax rates and laws that have been enacted or substantively enacted at the balance sheet date.

Deferred tax

In accordance with FRS19 'Deferred tax', deferred tax is recognised on all timing differences originated but not reversed, on a non-discounted basis, where the transaction or events that give rise to an obligation to pay more tax in the future, or a right to pay less tax in the future, have occurred by the balance sheet date. Deferred tax assets are recognised when it is more likely than not that they will be recovered. Deferred tax is measured at the average tax rates that are expected to apply in the periods in which the timing differences are expected to reverse based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is not recognised when fixed assets are sold and it is more likely than not that the taxable gain will be rolled over, being charged to tax only if and when the replacement assets are sold. The deferred tax asset reported in the financial statements in respect of accelerated capital allowances does not include amounts which are not considered to be recoverable in the short term.

Shared-based payments

In accordance with FRS 20 ‘Share-based payment’, the fair value of equity-settled and cash-settled share-based payments to employees is initially determined at the date of the grant. The fair value of equity-settled share-based payments is not re-measured after the grant date. The fair value of cash-settled share-based payments is re-measured at each reporting date until settled and changes in fair value are recognised in the profit and loss account. The fair value of equity-settled and cash-settled share-based payments is expensed in the profit and loss account over the vesting period, based on the Company’s best estimate of shares or options that will eventually vest. There is a corresponding entry to equity in relation to equity-settled payments, and cash-settled payments are recognised as a liability.

Restatement
Revenue for the year ended 31 December 2012 is restated to include transfer pricing revenue of £938,051, which was included in administrative expenses in 2012.

Cost of sales for the year ended 31 December 2012 is restated to include staff costs of £92,824, which was included in administrative expenses in 2012.
 

2

Turnover

2013	UK £ 000	European Union £ 000	North America £ 000	Japan £ 000	Other £ 000	Total £ 000
External turnover	189	371	1,226	325	60	2,171
Intra-group turnover	1,271	57	492	445	-	2,265
Total turnover	1,460	428	1,718	770	60	4,436

Page 11

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

2012	UK £ 000	European Union £ 000	North America £ 000	Japan £ 000	Other £ 000	Total £ 000
External turnover	380	395	1,090	555	116	2,536
Intra-group turnover	938	-	-	-	-	938
Total turnover	1,318	395	1,090	555	116	3,474

Revenue for the year ended 31 December 2012 is restated to include transfer pricing revenue of £938,051, which was included in administrative expenses in 2012.
 

3

Operating profit

Operating profit is stated after charging:

	2013 £ 000	2012 £ 000
Employment costs (note 4)	1,702	1,663
Depreciation of owned tangible fixed assets (note 8)	1	7
Auditors remuneration	44	39

4

Employees

	2013 No.	2012 No.
Administration and support	26	26

	2013 £ 000	2012 £ 000
Wages and salaries	1,442	1,418
Social security costs	166	159
Other pension costs - defined contribution (see note 13)	93	84
Share-based payments (see note 15)	-	2
	1,702	1,663

5

Directors' emoluments

None of the directors had any beneficial interest in the share capital of the Company or an interest in any transactions or arrangements with the Company which require disclosure. None of the directors received any payment for their services as directors of the Company (2012: £nil).

Page 12

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

6

Interest receivable and similar income

	2013 £ 000	2012 £ 000
Group interest income	2	3

7

Taxation

Tax on profit on ordinary activities

	2013 £ 000	2012 £ 000
Current tax
Corporation tax charge	62	-
Total current tax	62	-
Deferred tax
Origination and reversal of timing differences	5	9
Adjustments to previously estimated recoverable amounts		-
Effect of changes in tax rates	2	3
Total deferred tax (note 12)	7	12
Total tax on profit on ordinary activities	69	12

The table below reconciles tax calculated at the UK standard rate on the profit on ordinary activities before tax to the actual tax charge recognised in the profit and loss account. The differences were attributed to the following factors:

	2013 £ 000	2012 £ 000
Profit on ordinary activities before tax	1,138	309
Corporation tax at standard rate of 23.25% (2012: 24.5%)	265	76
Capital allowances for period in excess of depreciation	(5)	(5)
Movement in short term timing differences	-	(5)
Group relief received at no cost	-	(46)
Expenses not deductible for tax purposes	1	-
Utilisation of tax losses previously not recognised	-	(20)
Group relief not paid for	(198)	-
Total current tax	62

The Finance Act 2013, which received Royal Assent on 17 July 2013, includes legislation to reduce the main rate of corporation tax from 23% to 21% from 1 April 2014 and from 21% to 20% from 1 April 2015. The rate reductions have been included in the financial statements since they had been substantively enacted at the balance sheet date.

 

Page 13

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

8

Tangible fixed assets

	Fixtures, fittings and equipment £ 000	Computer equipment and software £ 000	Total £ 000
Cost
At 1 January 2013	119	172	291
Additions	-	11	11
At 31 December 2013	119	183	302
Accumulated Depreciation
At 1 January 2013	119	172	291
Charge for the year	-	1	1
At 31 December 2013	119	173	292
Net book value
At 31 December 2013	-	10	10
At 31 December 2012	-	-	-

9

Fixed assets investments

	Subsidiary undertakings £ 000
Cost
At 1 January 2013	-
Disposals	-
At 31 December 2013	-
Provision for impairment
At 31 December 2013	-
Net book value
At 31 December 2013	-
At 31 December 2012	-

On 3 May 2013, the Company transferred to its sole member, TR Organisation Limited, by way of interim dividend in specie, the entire issued share capital of Centre for Innovation in Regulatory Science Limited for the amount of £1.00.

Page 14

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

10

Debtors - amounts falling due within one year

	2013 £ 000	2012 £ 000
Trade debtors	359	427
Amounts owed by group undertakings	2,292	1,219
Other debtors	10	42
Deferred tax (note 12)	22	29
Prepayments and accrued income	125	96
	2,808	1,812

11

Creditors: amounts falling due within one year

	2013 £ 000	2012 £ 000
Trade creditors	32	66
Amounts owed to fellow group undertakings	300	395
Corporation tax payable	62	-
Taxation and social security	59	69
Accruals and deferred income	469	443
	922	973

Amounts owed to fellow group undertakings are unsecured, non-interest bearing and repayable on demand.

Page 15

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

12

Deferred tax

Deferred tax is provided for in full on certain timing differences. The Company does not discount the provision.

	2013 £ 000	2012 £ 000
Asset at 1 January	(29)	41
Deferred tax (charge) / credit in the profit and loss account	7	(12)
Asset at 31 December	(22)	29

	2013 £ 000	2012 £ 000
Accelerated capital allowances	(20)	27
Trading losses	-	2
STTD's - trading	(2)	-
Deferred tax asset (note 7)	(22)	29

13

Pension schemes

Defined contribution scheme

The Company participates in a number of group pension schemes operated by the Thomson Reuters Group. The pension schemes are of the defined contribution type and their assets are held in a separate trustee-administered fund. The cost of contributing to the funds is charged to the profit and loss account as it is incurred.

The total defined contribution pension cost for the Company was £93,491 (2012: £83,919).

14

Called up share capital

Allotted, called up and fully paid shares

	2013		2012
	No. 000	£ 000	No. 000	£ 000
Ordinary shares of £1 each	10	10	10	10

Page 16

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

15

Share-based payments

The Company operates a number of equity-settled and cash-settled share-based compensation plans under which it receives services from employees as consideration for equity instruments of Thomson Reuters Corporation or cash payments. During the year the Company recorded a share-based compensation expense in the profit and loss account of £nil (2012: £2,000) and a liability for cash-settled incentive awards of £nil(2012: £nil) as at 31 December 2013. Management does not consider the share-based payments charge material for detailed disclosure in the financial statements. Refer to Note 25 of the 2013 Thomson Reuters Corporation annual report for further information regarding the schemes.
 

16

Reserves

	Share premium account £ 000	Profit and loss account £ 000	Total £ 000
At 1 January 2013	450	379	829
Profit for the financial year	-	1,069	1,069
At 31 December 2013	450	1,448	1,898

17

Reconciliation of movements in shareholders' funds

	2013 £ 000	2012 £ 000
Profit for the financial year	1,069	297
Amounts credited in respect of employers share schemes	-	2
Net movement to shareholders' funds	1,069	299
Shareholders' funds at 1 January	839	540
Shareholders' funds at 31 December	1,908	839

Page 17

Centre for Medicines Research International Limited

Notes to the Financial Statements for the Year Ended 31 December 2013

18

Company status and ultimate parent undertaking

The Company’s immediate parent company is TR Organisation Limited (formerly TR Organisation PLC). Within the meaning of the Companies Act 2006 (“CA2006”), Thomson Investments Limited (“TIL”) is regarded by the Directors of the Company as being the Company’s ultimate parent company and controlling party. Within the meaning of CA2006, Thomson Reuters Corporation (“Thomson Reuters”) is the parent undertaking of the only group of undertakings for which group financial statements were drawn up and of which the Company was a member for the year ended 31 December 2013. TIL and Thomson Reuters are incorporated under the laws of the Province of Ontario, Canada.

Copies of Thomson Reuters' annual reports are available from: The Thomson Reuters Building, South Colonnade, Canary Wharf, London E14 5EP, and are publicly available at www.thomsonreuters.com.

Page 18