Accellacare UK Limited - Limited company accounts 23.2

REGISTERED NUMBER: 04105540 (England and Wales)

STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

FOR

ACCELLACARE UK LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Notes to the Financial Statements

14

DIRECTORS:

P F Talini

T Brown

SECRETARY:

E Fox

REGISTERED OFFICE:

500 South Oak Way

Green Park

Reading

Berkshire

RG2 6AD

REGISTERED NUMBER:

04105540 (England and Wales)

AUDITORS:

Luckmans Duckett Parker Limited

Chartered Accountants

Statutory Auditors

1110 Elliott Court

Herald Avenue

Coventry Business Park

Coventry

West Midlands

CV5 6UB

The directors present their strategic report for the year ended 31 December 2022.

PRINCIPAL ACTIVITIES

The principal activity of Accellacare UK Limited ("the Company") is to provide clinical research services to the pharmaceutical industry. This is primarily done through carrying out clinical trials at our research sites globally. There has been a drop in activity compared with the prior reporting period which is mainly attributable to one large study having reduced activity as it neared completion.

REVIEW OF BUSINESS

The results of the Company are set out on page 10 of the financial statements.

The directors do not envisage a significant change in the activities of the Company over the coming year.

PRINCIPAL RISKS AND UNCERTAINTIES

The company is exposed to financial and business risks as noted below. The company has in place risk management policies that seek to limit the adverse effect of these risks on the financial performance of the company.

Credit risk

The company's credit risk is primarily attributable to its trade debtors and unbilled receivables. The amounts presented in the Statement of Financial Position is net of allowances for doubtful debts, estimated by management based on prior experience, the current economic environment or specific customer issues. The company has implemented polices that require appropriate assessments of potential customers and reviews of existing customer histories before a sale is made.

Foreign exchange risk

The company operates internationally and as such not all contracts will be in the company's functional currency. Contracts usually span a few years and are forecasted to return a certain level of profit. Fluctuations in currency exchange rates may have an impact on the forecasted profit. Management consider this to be an acceptable level of risk.

Business risk

There are risks and uncertainties relevant to the company's business, financial condition and the results of operations which may affect future performance. The factors listed below are amongst those which could cause its actual results to differ materially from expected or historical results.

Continuation of work undertaken

Clinical trials are complex and the data collected is regularly monitored for both safety and efficacy reasons. If issues arise on a trial, it can be terminated early causing a reduction in future revenue from that trial. Management mitigates this risk by participating in multiple studies for different clients.

Regulatory authorities

Our work is subject to inspections from regulatory authorities and we need to ensure that our processes and work meets the expected standards. Management mitigate this risk by maintaining strong oversight through regular quality control and quality assurance reviews.

Recruitment of qualified employees

The success of the company's business depends on its ability to attract and retain qualified clinical, professional and administrative staff. The company believes that its reputation, growth prospects, good compensation and benefits packages, together with the excellent training schemes offered, allows it to offer broad experience to existing and prospective employees.

Reliance on information technology

The company is reliant on information technology systems. Any disruption to these systems due to internal or external factors could materially affect the company's operations. Management utilise a number of information technology security measures to mitigate this risk.

KEY PERFORMANCE INDICATORS

December 2022

December 2021

Movement

£

£

%

Turnover

8,071

9,404

(14.2

)

Operating profit

751

981

(23.4

)

Trade debtors

1,028

2,311

(55.5

)

Accrued income and retentions

1,749

2,498

((30.0

)

Cash at bank

312

828

(62.32

)

Average number of employees

94

115

(18.26

)

ON BEHALF OF THE BOARD:

T Brown - Director

3 January 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2022.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of clinical research.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2022.

DIRECTORS

P F Talini has held office during the whole of the period from 1 January 2022 to the date of this report.

Other changes in directors holding office are as follows:

T Brown was appointed as a director after 31 December 2022 but prior to the date of this report.

B Harte ceased to be a director after 31 December 2022 but prior to the date of this report.

POST BALANCE SHEET EVENTS

There have been no events subsequent to the year end requiring adjustment to, or disclosure in, the financial statements.

COMPANY INFORMATION

The Company is a wholly owned subsidiary of VSK (Kenilworth) Limited, a company incorporated in the United Kingdom and was controlled throughout the year by ICON plc, a company incorporated in Ireland with its registered office at South County Business Park, Leopardstown, Dublin 18, Ireland.

The largest and smallest group into which the results of the Company are consolidated is that headed by ICON plc. The consolidated financial statements may be obtained from the Companies Office,Bloom House, Gloucester Place Lower, Dublin 1, Ireland

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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 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 company's auditors are aware of that information.

AUDITORS

The auditors, Luckmans Duckett Parker Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

T Brown - Director

3 January 2024

Opinion

We have audited the financial statements of Accellacare UK Limited (the 'company') for the year ended 31 December 2022 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, 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 101 'Reduced Disclosure Framework' (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 31 December 2022 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

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the 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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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.

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 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

In identifying and assessing the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- reference to past history and experience of the Entity,

- enquiry of management, including obtaining and reviewing supporting documentation concerning

the Entity's procedures relating to:

- identifying and complying with laws and regulations and whether they were aware of any instances

of non-compliance;

- detection and response to risk of fraud and whether they were aware of any actual or suspected

instances of fraud.

- assessment of the controls and processes that the Entity has in place to mitigate risk

Our assessments included the identification of the following potential areas for fraud:

- Management override of control;

- Revenue recognition, particularly in respect of delivery of services

We design audit procedures by tailored and directed testing to aid and support the determined level of risk. In response to the assessed risk we plan audit tests and procedures that target specific areas where misstatement may occur. These procedures and the extent to which they are capable of detecting

irregularities, including fraud, are detailed below:

- We critically assessed the appropriateness and tested the application of the revenue and cost

recognition policies

- We tested the appropriateness of accounting journals and other adjustments made in the

preparation of the financial statements

- We reviewed the Entity's accounting policies for non-compliance with relevant standards.

- We made enquiries of management and reviewed correspondence with the relevant authorities to

identify any irregularities or instances of non-compliance with laws and regulations

In performing an audit in accordance with UK GAAP, we exercise professional judgement and maintain

professional scepticism throughout the audit process.

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from

error, as fraud may involve collusion or override of internal controls. There are inherent limitations in the audit procedures performed.

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.

Mark Spafford FCCA ACA (Senior Statutory Auditor)

for and on behalf of Luckmans Duckett Parker Limited

Chartered Accountants

Statutory Auditors

1110 Elliott Court

Herald Avenue

Coventry Business Park

Coventry

West Midlands

CV5 6UB

4 January 2024

TURNOVER

3

8,071,290

9,404,098

Other operating income

342,255

382,687

8,413,545

9,786,785

Cost of sales

991,613

1,554,261

Other external expenses

13,619

-

1,005,232

1,554,261

7,408,313

8,232,524

Staff costs

4

4,725,236

5,548,941

Depreciation

604,520

630,714

Lease expense

-

67,259

Other operating expenses

1,274,831

1,005,091

6,604,587

7,252,005

OPERATING PROFIT

803,726

980,519

Interest receivable and similar income

2,437

3,150

806,163

983,669

Interest payable and similar expenses

5

55,425

37,953

PROFIT BEFORE TAXATION

6

750,738

945,716

Tax on profit

7

157,763

202,773

PROFIT FOR THE FINANCIAL YEAR

592,975

742,943

PROFIT FOR THE YEAR

592,975

742,943

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

592,975

742,943

FIXED ASSETS

Tangible assets

8

2,198,981

2,385,639

Investments

9

2,656

2,656

2,201,637

2,388,295

CURRENT ASSETS

Debtors

10

8,178,814

8,587,742

Cash at bank and in hand

312,182

822,750

8,490,996

9,410,492

CREDITORS

Amounts falling due within one year

11

1,196,868

1,081,625

NET CURRENT ASSETS

7,294,128

8,328,867

TOTAL ASSETS LESS CURRENT LIABILITIES

9,495,765

10,717,162

CREDITORS

Amounts falling due after more than one year

12

(700,388

)

(873,283

)

PROVISIONS FOR LIABILITIES

15

(116,036

)

(107,837

)

ACCRUALS AND DEFERRED INCOME

16

(1,748,988

)

(3,398,664

)

NET ASSETS

6,930,353

6,337,378

CAPITAL AND RESERVES

Called up share capital

17

910

910

Capital redemption reserve

18

90

90

Retained earnings

18

6,929,353

6,336,378

SHAREHOLDERS' FUNDS

6,930,353

6,337,378

The financial statements were approved by the Board of Directors and authorised for issue on 3 January 2024 and were signed on its behalf by:

T Brown - Director

Called up

Capital

share

Retained

redemption

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2021

910

5,593,435

90

5,594,435

Changes in equity

Total comprehensive income

-

742,943

-

742,943

Balance at 31 December 2021

910

6,336,378

90

6,337,378

Changes in equity

Total comprehensive income

-

592,975

-

592,975

Balance at 31 December 2022

910

6,929,353

90

6,930,353

1.	STATUTORY INFORMATION

Accellacare UK Limited is a private company, limited by shares, registered in England and Wales. The Company's registered office is 500 South Oak Way, Green Park, Reading, England, RG2 6AD, United Kingdom. The company registered number is 04105540.

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of paragraph 33(c) of IFRS 5 Non Current Assets Held for Sale and Discontinued Operations;

•

the requirements of IFRS 7 Financial Instruments: Disclosures;

•

the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;

•

the requirements of paragraph 52 of IFRS 16 Leases;

the requirements of paragraph 58 of IFRS 16;

•

the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraph 79(a)(iv) of IAS 1; and

-

paragraph 73(e) of IAS 16 Property, Plant and Equipment;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1;

•

the requirements of IAS 7 Statement of Cash Flows;

•

the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group;

•

the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

Tangible fixed assets

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

Short leasehold

-

Unexpired Term of Lease

Improvements to property

-

Unexpired Term of Lease

Fixtures and fittings

-

25% on reducing balance, 20% on cost and 12.5% on cost

Computer equipment

-

25% on cost

Financial instruments

The company has elected to apply the provisions of IFRS 7 "Financial Instruments: Disclosures", as permitted by FRS 101, to all of its financial instruments.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and liability and settle simultaneously.

Taxation

Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the balance sheet date.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Leases

Leases are recognised as operating leases. The lease liability is initially recognised at the present value of the lease payments which have not yet been made and subsequently measured under the amortised cost method. The initial cost of the right-of-use asset comprises the amount of the initial measurement of the lease liability, lease payments made prior to the lease commencement date, initial direct costs and the estimated costs of removing or dismantling the underlying asset per the conditions of the contract.

Where ownership of the right-of-use asset transfers to the lessee at the end of the lease term, the right-of-use asset is depreciated over the asset’s remaining useful life. If ownership of the right-of-use asset does not transfer to the lessee at the end of the lease term, depreciation is charged over the shorter of the useful life of the right-of-use asset and the lease term.

Employee benefit costs

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

Government grants

Government grants are recognised as other operating income where receivable.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2022

2021

£

£

Clinical research services

8,071,290

9,404,098

8,071,290

9,404,098

An analysis of turnover by geographical market is given below:

2022

2021

£

£

United Kingdom and EMEA

7,786,325

8,666,765

United States of America

284,965

737,333

8,071,290

9,404,098

4.	EMPLOYEES AND DIRECTORS

2022

2021

£

£

Wages and salaries

4,119,159

4,893,767

Social security costs

407,981

447,755

Other pension costs

198,096

207,419

4,725,236

5,548,941

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

2022

2021

Clinical

86

107

Non-Clinical

8

8

94

115

2022

2021

£

£

Directors' remuneration

-

-

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2022

2021

£

£

Bank interest

10,871

10,942

Interest expense on leasing arrangements

44,554

27,011

55,425

37,953

6.	PROFIT BEFORE TAXATION

The profit before taxation is stated after charging/(crediting):

2022

2021

£

£

Leases

-

67,259

Depreciation - owned assets

604,521

628,946

Auditors' remuneration

27,750

19,125

Foreign exchange differences

(31,144

)

59,583

7.

TAXATION

Analysis of tax expense

2022

2021

£

£

Current tax:

Tax

90,455

128,255

Prior year adjustment

59,109

84,031

Total current tax

149,564

212,286

Deferred tax:

Deferred tax

8,199

(38,787

)

Effects of changes in tax rate

-

29,274

Total deferred tax

8,199

(9,513

)

Total tax expense in income statement

157,763

202,773

Factors affecting the tax expense

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2022

2021

£

£

Profit before income tax

750,738

945,716

Profit multiplied by the standard rate of corporation tax in the UK of 19% (2021 - 19%)

142,640

179,686

Effects of:

Capital allowances for the period in excess of depreciation

(14,061

)

(6,138

)

Group loss relief

-

(49

)

Change in tax rate for deferred tax

29,589

29,274

Revenue expenditure capitalised

(405

)

-

Tax expense

157,763

202,773

8.	TANGIBLE FIXED ASSETS

Improvements

Fixtures

Short

to

and

Computer

leasehold

property

fittings

equipment

Totals

£

£

£

£

£

COST

At 1 January 2022

2,383,274

117,341

2,062,352

294,330

4,857,297

Additions

195,225

-

214,638

8,000

417,863

Disposals

(361,200

)

-

-

-

(361,200

)

At 31 December 2022

2,217,299

117,341

2,276,990

302,330

4,913,960

DEPRECIATION

At 1 January 2022

1,225,408

117,341

868,383

260,526

2,471,658

Charge for year

351,306

-

229,747

23,468

604,521

Eliminated on disposal

(361,200

)

-

-

-

(361,200

)

At 31 December 2022

1,215,514

117,341

1,098,130

283,994

2,714,979

NET BOOK VALUE

At 31 December 2022

1,001,785

-

1,178,860

18,336

2,198,981

At 31 December 2021

1,157,866

-

1,193,969

33,804

2,385,639

9.	INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 January 2022

and 31 December 2022

2,656

NET BOOK VALUE

At 31 December 2022

2,656

At 31 December 2021

2,656

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Accellacare España S.L.

Registered office: Calle del Marqués de la Valdavia, 103, 28100 Alcobendas, Madrid, Spain

Nature of business: Clinical Research

%

Class of shares:

holding

Ordinary

100.00

Accellacare South Africa (PTY) LTD

Registered office: Block 29 Second Floor, The Highlands Estate, The Woodlands, Woodlands Drive, Woodmead, Gauteng, 2191, South Africa

Nature of business: Clinical Research

%

Class of shares:

holding

Ordinary

51.00