Checkit PLC Annual Report and Accounts 2024
Checkit PLC Annual Report and Accounts 2024
Checkit PLC Annual Report and Accounts 2024
you operate
Annual Report and Accounts 2024
Checkit is the augmented workflow
solution for frontline workers and smart
sensor automation, enabling large
multinational and complex organisations
to operate more safely, efficiently and
sustainably – driving them towards
achieving intelligent operations.
HIGHLIGHTS
Recurring revenue
Compound recurring
revenue growth of 30%
£11.2m +17%
(FY23: £9.6m)
since FY20, reflecting strategic focus on
subscription-based sales
(FY23: £10.3m)
New product functionality
enabling customers to deliver sustainability and
Adjusted LBITDA3 from continuing operations energy-saving initiatives
£3.4m
(FY23: loss of £6.4m)
Progress towards
profitability
Net cash at year end with a 46% improvement in adjusted LBITDA, driven by
revenue growth of 17%, an increase in gross margins
£9.0m
(FY23: £15.6m)
to 67% and an 11% reduction in operating costs
1 Annual Recurring Revenue (ARR) is defined as the annualised value of contracted recurring revenue from subscription services as at the period end, including committed annual
recurring revenue from new wins. This has been restated from the prior year (reported ARR of £11.5m), where it related only to contracts that were installed.
2 Net retention revenue (NRR) is defined as the amount of recurring revenue from existing customers retained over the year, excluding new wins in the last twelve months.
3 Adjusted LBITDA is the loss on operating activities before depreciation and amortisation, share-based payment charges and non-recurring or special items.
Contents
Strategic report 30 Stakeholder engagement and Financial statements
Section 172
1 Highlights 51 Independent auditor’s report
32 Principal risks and uncertainties
2 Company overview 55 Consolidated statement of
comprehensive income
4 Investment case Corporate governance
56 Consolidated balance sheet
6 Non-Executive Chairman’s statement
37 Executive leadership
57 Consolidated statement of changes
7 Chief Executive Officer’s review
38 Corporate governance report in equity
10 Market Overview
41 Audit Committee report 58 Consolidated statement of cash flows
12 Platform Overview
43 Remuneration report 59 Notes to the consolidated financial
14 Business model statements
48 Report of the Directors
16 Business strategy 79 Parent company balance sheet
50 Directors’ responsibilities statement
18 Financial review 80 Parent company statement of changes
in equity
20 Chief People Officer’s review
81 Notes to the parent company financial
22 Strategy in action
statements
26 Environment, Social and Governance
IBC Web property and advisers
(ESG)
COMPANY OVERVIEW
Our vision:
Empowering work without waste.
Our mission:
To make it easy for organisations and workers to understand what
they need to do, when they need to do it, and how to do it more
efficiently, keeping their customers and teams safe whilst lowering
costs and reducing waste.
We empower dispersed teams with smart sensors and a workflow
platform that provides the agility and visibility that leaders need to
deliver a high-quality, safe and profitable service.
Our customers:
Some of our key customers include:
“The dashboard gives me all the information I need, wherever I happen to be and whenever
I need to check. This system puts everything in one place – and being web-based we can see
which wards are doing well and which are not.”
Nigel Barnes
Director of Pharmacy & Medicines Management,
Birmingham and Solihull Mental Health NHS Foundation Trust
“W hat Checkit put forward was a powerful solution to address a significant operational issue. Instead of
staff having to fill in paperwork, the responsive actions of our teams are automatically logged when they
tap on the screen of their mobile device.”
Patrick Rix
Validation and Compliance Manager, Hallmark Care Homes
“We view Checkit in terms of efficiency. The work still needs to be done, but it’s now done in a way that
makes every second count. Once we input the data into Checkit, it’s there for everyone involved to make
best possible use of. Whether that means reporting, analysis or spotting ways to improve how we work.”
Caitlin McArthur
Contract Catering Team Manager, Sodexo
Simplify.
Harmonize.
Empower.
Intelligent Operations:
Intelligent Operations – provided by digitally enabled frontline workers and sensors – drives value and impact from the outset. Checkit
enhances the activities performed by deskless workforces and increases asset utilisation efficiency through its end-to-end platform,
built to help organisations become digital and data-first.
Software
Sensors Services
INVESTMENT CASE
Reasons to
invest in Checkit
IoT Workflow
Define Integrate
Collect
Assist
Inform Manage
Intelligence
Our focus is to build a business of scale We focus on two principal markets, the
in the extensive US market in parallel with UK and the US, targeting sectors such as
continuing to grow our UK business. We are hospitality, leisure, healthcare and retail.
succeeding in this ambition thanks to our Our flagship customers in leisure and
“land and expand” strategy with the US now retailing include John Lewis & Partners,
accounting for nearly a third of current Group Center Parcs and BP. In the healthcare
annual recurring revenues. sector, customers include Octapharma (the
largest privately owned and independent
plasma fractionator in the world), Grifols
(a leading global healthcare company that
develops plasma-derived medicines and
other biopharmaceutical solutions) and
the UK’s NHS.
That we serve fast-growing markets is illustrated by the 30% CAGR (Compound Annual
Growth Rate) in recurring revenues over the last five years. We have great customer
retention, with some 93% of revenues classed as recurring, underpinning the outlook for
future financial years. With further growth in revenues and with careful control of costs,
this provides us with a pathway to positive cash flow.
£12m CAGR 30%
£11.2m
£11m
£10m
£9.6m
£9m
£8m
£6.8m
£7m
£6m
£5.2m
£5m
£3.9m
£4m
£3m
£2m
£1m
£0m
Investing in innovation
£13.3m
operational efficiencies and carefully
by balancing our growth ambitions with
manage costs across the business.
an increased emphasis on cost efficiency.
The Company continues to expand This was demonstrated in FY24 by an
(FY23: £11.5m) into the extensive US market, achieving increased gross margin of 67% (FY23:
21% year-on-year growth in US ARR 63%), as well as operational cost savings
contribution from £2.8m in FY23 to across the business. The net cash position
£3.4m in FY24. This steady expansion of £9m as at 31 January 2024 means we are
demonstrates the measurable benefits we well positioned to continue on our growth
17% growth in reported offer to customers, including operational trajectory, and to develop our technology
recurring revenue of insight, enhanced staff retention, at the same time as achieving further
£11.2m
cost-effectiveness, and heightened cost efficiencies.
compliance.
(FY23: £9.6m)
Growth strategy and ambitions offers significant advantages; however, Positive outlook
Our growth strategy is showing results. their true power is realised when they Our mission is to streamline and digitise
We are fulfilling market needs with a are seamlessly integrated, unlocking the work and processes of the deskless
comprehensive solution that excels in unparalleled value for our clients. workforce, a goal that has never been
data and analytics, offering insights that The essence of our innovation lies in the more critical. We understand the profound
empower our customers to make informed intelligent orchestration of IoT sensors, effect that simplifying operational
decisions. Our goal to lead in augmented digital workflows, and AI. IoT sensors management can have on organisational
workflow management for the deskless revolutionise traditional data collection success, employee wellbeing, and
industry is within reach. We’ve made methods with continuous and automated customer satisfaction.
significant strides in transforming Checkit sensing capabilities. When coupled with Alongside our Chair and management
into a predominantly subscription-based AI, these sensors not only capture and team, I extend heartfelt thanks to our
model, with non-recurring revenues now monitor data but also unveil opportunities global team for their resilience and
only 7% of our total revenue. This shift to enhance customer performance and dedication. I am immensely proud of what
enhances our revenue predictability and foresee potential issues. This integration we have accomplished, from establishing
strengthens our customer engagements, is further amplified when combined with a leading market position to building a
paving the way for increased digital workflows, enabling real-time, robust, long-term customer base with
contract values. actionable responses by dedicated international, blue-chip clients. We are just
The Group’s focus is around building a workforces. at the beginning of our journey and the
sustainable and higher conversion rate Our digital workflows transform outdated potential for growth is vast. Current global
pipeline across the retail, healthcare, manual processes into streamlined, supply chain issues, increasing labour
facilities management, franchise and guided procedures for our customers. This costs and higher compliance demands
biopharma verticals. We are increasing transformation is exponentially enhanced highlight the growing importance of
customer loyalty by continuously investing by IoT automation and AI-driven insights, making deskless work simpler and more
in our platform, including its capacity to facilitating process improvements and efficient. Looking forward, the Board
incorporate external technologies, targeted training opportunities. AI’s is optimistic about meeting market
positioning us at the forefront of the capability to process and analyse vast expectations for FY25 and confident in
market. Our sales and marketing efforts data sets becomes significantly more our ability to continue to achieve strong,
are geared towards generating high- valuable when integrated with IoT and sustained organic growth.
quality leads with improved conversion digital workflows, allowing for immediate
rates, especially in our key sectors and application of insights and converting
expanding further into the US market. them into tangible actions. Kit Kyte
Checkit’s new customer pipeline in the US Chief Executive Officer
– a key growth market – includes a number At the core of Checkit’s strategy and
of multi-site organisations across the competitive edge is the exploitation of 24 April 2024
healthcare, food retail, hospitality, and these combined capabilities within a
biopharma sectors. The US remains on unified platform. This unique capability
course to be the largest contributor to positions us to solve a broad spectrum
Group revenues of our customers’ business challenges.
Our initial focus has been on critical areas
Concurrently, we are committed to refining such as food safety, service operations,
our operational efficiencies to expedite and the monitoring of medical and life
profitability and deliver shareholder value. science environments—sectors that
Looking ahead, we are open to strategic demand rigorous continuous monitoring
partnerships that could further scale and efficient workflow management, areas
our business. However, balancing cost where the synergy of modern analytics
management with growth initiatives will be and AI surpasses traditional human
crucial to maintain a culture of excellence oversight.
within the Checkit team.
As we continue to navigate this journey,
Innovation we are resolved to harness emerging
Our vision is to reshape business technological opportunities that are
performance through a combination of relevant. We are committed to expanding
automation and human ingenuity. Our our reach and enhancing the value we
ambition is to pioneer in leveraging the deliver. The road ahead is filled with
transformative potential of three pivotal promise, and we are eager to lead the way
technological trends: the integration in transforming how businesses leverage
of Internet of Things (IoT) sensors, the technology for unparalleled efficiency and
digitisation of frontline work, and the effectiveness.
application of Artificial Intelligence (AI).
Individually, each of these technologies
d
prehen
m
Co
Cap
ture
Our
platform
C o ll a b o
rat
e
t
Co nne c
Capture
Our digital assistants replace paper checklists, spreadsheets and makeshift legacy technology
with digital workflows, and our IoT sensors capture environmental and telemetry data about
assets and buildings.
Connect
Data captured from people, assets and buildings across different teams, workplaces and locations
are connected and mined for insight about productivity.
Collaborate
Teams collaborate, evidence and annotate their tasks, alerts and interactions with assets in
eliminating duplicated effort and human error.
Comprehend
Business intelligence and dashboard analytics stream actionable insights to leaders and managers,
driving behaviour change and highlighting performance improvements.
MARKET OVERVIEW
£570bn
Our total addressable market
Workforce management
$8.0 billion
11.7% compound annual growth rate (CAGR) until 2030
to a market size of $19.3 billion
£27bn
Our target addressable market
Microlearning
$3.6 billion
11% CAGR until 2027 to a market size of $3.6 billion
Global IoT
Our target addressable market
Our target addressable market applies to both
our sensor and software solutions – the augmented
$1.9 billion
workflow offering – aimed at incorporating physical 25% CAGR until 2027, valuing it at $1.9 billion
assets into a digital ecosystem and applying digital
tools and monitoring to transform working practices.
$8.2 billion
and hospitality sectors, catering to almost 800 million
deskless workers.
We believe that by evolving both the product and the
go‑to-market functions, we can address significant 15% CAGR until 2026 to a market value of $8.2 billion
expansion opportunities in adjacent markets including
manufacturing, biotechnology, higher education,
transport and logistics.
$7.0 billion
1 Forbes – https://www.forbes.com/sites/ lanxuezhao/2019/06/17/the-
8% CAGR until 2027, valuing it at $7.0 billion
billion-dollarideas-that-could-transform-the-desklessworkforce/?sh=6c
afc183a4fa.
PL ATFORM OVERVIEW
Putting intelligence
to work
Real-time collaboration
Allow multiple staff to collaborate on a single set of actions reducing duplicated effort.
BUSINESS MODEL
People and
domain expertise Seed Land
Deep domain knowledge from our
Enterprise Technology Partners (ETPs)
of the industries we serve.
Strong financials
Our business model is based on high
quality recurring revenue growth from
landing new customers and expanding
Support
existing relationships. Our support team operate 24/7/365 days a year to
answer customer calls. Increased automation to
address sensor alarms allows rapid response times.
Revenue generation
Peace of mind
Expand Platform subscriptions
We sell software and sensor subscriptions
for our intelligent operations platform
as well as the right to future software
updates, standard maintenance, sensor
calibration and support. We also sell
enhanced maintenance and support,
on top of the base package.
Growth Intelligent
Customer Success work Operations
alongside the customer
Customers achieve full
to identify and champion
Intelligent operations by
Professional services
additional digitalisation
capturing and connecting We provide professional services,
opportunities and improve
their entire deskless including how to move to a digital
efficiencies by driving
workforce, assets, and workplace; and training and consultancy
product usage and
buildings, unlocking true on intelligent operations and digitalisation.
aligning the platform to the
business insight.
customer’s strategic goals.
Stakeholder value
Customer Success
Our customer success team partner with the customer to
understand their strategic objectives associated with process Employees
automation and work alongside them to deliver ongoing
product education and deliver value. 155
We have 155 employees globally.
Investors
Platform enhancements CKT.LN
Our platform continuously delivers features and Our investors can invest in the creation
enhancements designed to improve usability, of a new industry category with a large
insights and unlock new use cases. underserved market.
Putting Checkit on
the path to profitability
▶ We aim to create a fully integrated data platform with the ability Progress in FY24:
93%
to accommodate third party IoT use cases within its ecosystem.
▶ The improved Checkit platform will also be the core of our
end-to-end insights, analytics and dashboarding functionality
recurring revenue of total FY24
that separates us from competition.
revenues (FY23: 93%)
▶ The Company will invest in a targeted, ROI led basis into sales Progress in FY24:
17%
and marketing efforts to help drive top line growth coupled
with further development of the Checkit platform to create a
market leading product.
▶ The Company will also consider compelling partner recurring revenue growth vs. FY23
(FY23: 41% vs. FY22)
opportunities as an additional scale opportunity.
4%
profitability, we will seek to optimise the Company’s existing
processes across its business and continuously assess
potential cost efficiencies with the aim of improving margins.
▶ Of paramount importance will be our ability to balance cost expansion in gross margin of 67%
(FY23: 9% expansion to 63% from FY22:
and growth initiatives in order to cultivate and maintain a 54%)
high-achieving mentality across the Checkit workforce.
FINANCIAL REVIEW
Progressing on the
path to profitability
31 January 31 January
(£m) Reported 2024 2023 % Change
ARR1 13.3 11.5 +16%
Revenue from continuing
operations
Recurring 11.2 9.6 +17%
Non-recurring 0.8 0.7 +18%
Total Group 12.0 10.3 +17%
Revenue has grown by 17% to £12.0m, in line with market We have also secured our largest contract renewal, with John
expectations despite the challenging global economy. Our Lewis plc, at £6m total contract value over three years. Although
‘land and expand’ strategy of up-selling and cross-selling has the sales cycle has lengthened as a result of customer caution in
generated growth from our existing customer base, whilst at the the current environment, our pipeline remains strong.
same time we have actively identified areas of expansion and The Group has also continued to grow in the US, with 21% growth
opportunity both geographically and vertically. in ARR to £3.4m (FY23: £2.8m).
Adjusted LBITDA of £3.4m (FY23: £6.4m), an improvement Our land and expand strategy, where we look to prove our value
of 46%, reflects the Group’s strategic priority to balance in an initial relationship with customers and then build over time,
growth with driving operational efficiencies. As a result, gross allows us to grow with our customers, identifying additional use
margin increased to 67% (FY23: 63%) and operating expenses cases, extending our footprint and driving price initiatives. This is
reduced by 11%. evidenced in a net retention rate of 111%2 and a gross retention
With recurring revenues now representing 93% of the total and rate of 99%2.
our high net revenue retention of 111%, we have a sound base
to pursue our drive towards profitability. The Group continues
LBITDA
to benefit from a strong balance sheet and with the economic Checkit’s adjusted LBITDA for the year was £3.4m (FY23: £6.4m),
environment remaining challenging, will continue to execute an improvement of 46%, reflecting a milestone on our path to
against its growth strategy and develop its technology, whilst also profitability. As we balance our growth strategy with an increased
driving further operating efficiencies and progressing on the path focus on operational efficiency, this has maintained revenue
to profitability. growth of 17%, while improving gross margin to 67% and reduced
operating costs by 11%.
£10m £9.6m
£8m
£6.8m
£6m
£5.2m
£3.9m
£4m
£2m
£0m
Greg Price
Chief Financial and Operations Officer
24 April 2024
Embracing
inclusivity
Diversity, inclusion
and belonging
We have focused on diversity in FY24 and,
working with the ESG Committee, have
delivered a diversity survey that has given
us a good baseline from which to develop
our diversity, equity and inclusion strategy
for FY25. We also delivered a short series
of diversity-themed workshops, open to all
staff, with plans to extend these into FY25.
In 2023, we established a Charity
Committee and have conducted a poll
across the business to select charities we
can support as a company. We also plan to
set up payroll-giving functionality with our
payroll provider to allow people the ability
to make one-off or regular charitable
donations via their salary.
Julie Webbe
Chief People Officer
24 April 2024
Checkit plc | Annual Report and Accounts 2024
22 STRATEGIC REPORT
Supporting P&O
Ferries in connecting
Europe and the UK
P&O Ferries has been connecting company. Checkit is ‘the right product
Europe and the UK for nearly two at the right time’, also offering P&O the
centuries, offering a service to millions of opportunity to drive efficiencies in areas
passengers, cars and freight across the such as waste management, food health,
English Channel, North Sea and Irish Seas, supply chain and environmental goals.
with nearly 20,000 sailings annually. A
With the automation of data capture
household name, the company has been
P&O has a new level of robustness in
a dependable establishment for over 185
their service ensuring they can meet
years, holding Customers and their service
audit requests but also be assured in any
at the front of all they do.
complaint procedures. All temperature
P&O were looking for a solution to bridge management is easily traceable, by
the gap between ship and shore side, in just ‘typing a few dates, hitting go and
order to provide greater visibility over getting the report you need’. This is
what happens at sea. Being able to learn beginning to replace manual paper logs
from the data on board is a central part and checks which are labour intensive,
of their growth initiatives. Alongside this, require significant training, prone to
they wanted an easier way to continue human errors, limited to a snapshot in
meeting and exceeding compliance time, environmentally costly to produce,
standards with various enforcement require significant storage space and
bodies which are involved in naval travel. cumbersome to access to address any
food complaints or compliance enquiries.
With the completion of two new ships
to their fleet servicing Customers with We hope to continue supporting P&O
short sea travel, Checkit was introduced in their ongoing success at sea.
to support these areas of focus for the
Nurturing
a sustainable future
Environment
Checkit is delighted to present its inaugural ESG report. The Board
and senior leadership team recognise our responsibility to uphold
environmental and social values, and we are dedicated to making
a positive impact through ESG initiatives.
In FY23, we undertook a comprehensive materiality assessment, which guided the
launch of our ESG programme in FY24. Our vision is to seamlessly integrate ESG
metrics and initiatives into the foundations of Checkit, creating a dynamic strategy
that evolves year after year.
Social
An inclusive environment where our people can bring
their whole selves to work Gender diversity
In the year under review, we partnered with diversity, equity and inclusion consultants statistics
to deliver a programme of workshops open to all employees, designed to encourage
open discussion and education on key themes of an inclusive workplace. In addition,
we launched our annual Company culture survey which sought to engage with employees
in order to determine where the business should focus in order to promote an inclusive
and empowering culture. The results of this survey, for the first time, provide Checkit with
tangible insight and shines a light on where increased focus can benefit our employees
and enhance our culture.
76% Male
of respondents agree that they can bring their whole selves to work. Female
Demographic
71% statistics
of respondents agree or strongly agree that Checkit’s culture supports work-life
balance and employee wellbeing.
78%
of respondents agree that Checkit is an inclusive and diverse workplace.
35–44 25.0%
Religious diversity
25–34 27.6% at Checkit
We prioritise the well-being and mental health of our people and support them through
the following:
▶ mental health first aiders;
▶ two well-being days per employee per year;
▶ flexible working – for work-life balance.
In FY24, we formed a Charity Committee with representatives from across the business Christian
to co-ordinate Checkit’s fundraising initiatives and elevate the charitable giving and Jewish
fundraising activities of our employees. Over the current financial year, we will focus on Muslim
fundraising for three charities selected by our employees to be Checkit’s chosen charities No religion
of the year.
Governance
The Board and ESG Working Group are committed to prioritising sustainable and ethical corporate governance. Checkit has
adopted and complies with the Quoted Companies Alliance Corporate Governance Code and has in place robust governance functions.
We are, however, continuously working to improve our governance and match emerging governance expectations. Our key focuses
for FY24 were:
In addition, we formed an ESG Working Group with representatives from across the business to ensure our programme is developed
by our employees instead of being imposed on our employees.
For more information, please see our corporate governance report on pages 38 to 40.
Our ESG journey is not just a report: it’s a living testament to our ongoing efforts to shape a responsible future and it complements
our commitment to help our customers reduce waste.
Section 172
Engaging with our stakeholders is
crucial to the long-term success of
the Company.
In engaging with our stakeholders,
we consistently we refer to
our fundamental principles, values
and culture. This informs better
decision making at every level of
the Company. We provide examples
of how we build and maintain
relationships with key stakeholder
groups on these pages.
Section 172 of the Companies Act Shareholders Employees
2006 requires a director of a company
to act in a way that the directors, in
good faith, would most likely promote We are committed to engaging We recognise our diverse, skilful
the success of the company for the with shareholders using consistent and experienced workforce of 150+
benefit of shareholders. In doing so, and effective communication. employees as our most important
consideration is given to a series of Key considerations include the asset. With an emphasis on flexible
important matters, including: Company’s financial performance, working, we are constantly reviewing
long-term strategy, corporate how to effectively balance the
▶ the likely consequences of any governance and stewardship. benefits of remote working with the
decisions in the long-term; The CEO and CFOO have regular value of in-person collaboration.
▶ the interests of the meetings with investors for formal Regular off-site meetings and online
company’s employees; and informal consultations. Company-wide meetings allow
▶ the need to foster the company’s Formal meetings coincide with
the leadership team to present
business relationships with progress, listen to feedback and
full‑year and half-year results,
suppliers, customers and others; answer questions. Regular employee
including the Annual General
surveys are carried out to measure
▶ the impact of the company’s Meeting. These are viewed not
employee sentiment and ensure that
operations on the community only as opportunities to present
strategic principles, news and values
and environment; on recent performance and future
are understood. This year, we ran a
▶ the company’s reputation for high development but to engage in
survey focused on equality, inclusion
standards of business conduct; and conversation and answer questions.
and diversity which also asked
▶ the need to act fairly. questions about culture; this survey
will be run annually to monitor where
additional attention is required.
An enhanced HR portal (Checked In)
provides employees with continually
updated information and
knowledge sharing.
We look to engage collaboratively Checkit places a high value on We are dedicated to contributing
with our customers and their its relationships with suppliers, positively to the broader community
end‑to-end experience is essential including contractors and service and environment, and want to
to our success. providers. Trusted, collaborative empower customers to work without
partnerships facilitate efficient and waste. Our platform directly enables
We regularly consult our
effective business performance. customers to increase efficiencies
customers using NPS surveys
and reduce operational waste, such
to obtain contemporaneous The Company operates in a way
as food, medicines and supplies.
feedback. Utilising data insights that guards against unfair business
Our solutions help our customers
is a core tenet of understanding practices and encourages suppliers
reduce their energy consumption
our customers and the completion and contractual partners to adopt
and improve remote operations
of our digital transformation responsible policies. All suppliers
management.
project in FY23 consolidated our are asked to sign Checkit’s Code
customer relationship management of Conduct, which details the Checkit is committed to a flexible,
(CRM) system with operational standards of business conduct and hybrid working model, resulting in
and finance activity to provide ethics the Company expects of its reduced transport requirements
employees with a single view of the suppliers. In FY24, we reviewed and and an increasingly paperless
customer. We are refining how we strengthened our Code of Conduct environment. The majority of
harness this to deliver an improved and supplier questionnaires to our shareholders now receive all
customer experience. reinforce this. Regular meetings and documentation electronically to
audits are held with key suppliers reduce unnecessary paper waste.
In addition to dedicated
to gather feedback and continually
account managers who support In FY24, Checkit launched its ESG
improve relationships.
the interests of key customers, our programme, detailed in the ESG
Customer Success team liaises with report on pages 26 to 29.
customers to ensure they enjoy
the best possible partnership with
Checkit and that any issues are
addressed proactively.
Principal risks
and uncertainties
Prioritising effective risk management is of fundamental
importance to Checkit in the pursuit of its strategic objectives.
Risk management
ify internal an
Id e n t
The Board holds ultimate responsibility
d
for upholding systems and processes
e tern al r i sks
x
aimed at risk management and ensuring
the fulfilment of the business’s strategic
priorities. The delineation of risk
management duties is outlined in the
organisation structure displayed on the
right. Senior management within each
Ass ify risks
qu
g
ant
t i g e ff e an
d
Company Secretary. a
io n e
n p eness M a igat
la n mi t
s
High
▶ commercial;
▶ operational;
▶ financial;
▶ legal and compliance;
▶ people;
▶ data/IT; and
▶ external/environmental. A
Likelihood
A Growth
The Group’s growth strategy may result in a number ▶ Resource allocation and ROI processes.
of challenges for the business, including: ▶ Strategy to grow customer relationships over time, reducing
▶ increased demand on business resources, including people, the barrier to adoption.
processes, and cash; ▶ Increased automation and efficiency in operational delivery
▶ dependence on new sales to achieve financial and strategic – address platform architecture and growth constraints.
objectives; and ▶ Regular Board reviews in progress.
▶ increased burden on operational, financial, and ▶ Strategic and financial planning processes.
technical infrastructures. ▶ Business performance management reviews.
▶ Regular sales and operations planning (S&OP) meeting.
▶ Sales – pipeline reviews.
Checkit is dependent on access to the right talent to deliver ▶ Employee engagement programmes, including enhanced
on its strategic goals. benefit offering and employee share option plans.
As the business grows, there is pressure to attract new talent to ▶ Improved talent acquisition infrastructure.
deliver key roles quickly to support the existing team. ▶ Single point of failure and key role identification with
With a dependency on a core group of individuals for critical increased notice periods adopted and employment
knowledge, loss of key personnel could also impact the terms harmonised.
business’s ability to deliver on its plans. ▶ Formal succession planning completed and reported to
the Board.
Due to the ongoing risk from the economic environment, with
inflationary pressures leading to cost-of-living increases, this ▶ Business continuity plans.
risk continues to be relevant. ▶ Structured quarterly performance reviews.
▶ Leadership training.
▶ Increased DE&I activity including workshops and surveys.
C Software/product development
Checkit’s proposition is targeted at an evolving market and may ▶ Build competitive position: launch innovative products
be disrupted by competitors with a similar or better proposition harnessing AI.
if they develop more innovative technology. ▶ Software testing/Q&A processes.
Product reliability and performance is essential to customers’ ▶ Customer usage monitoring.
business activities. Any long-term outage or underperformance
could impact on the Group’s reputation.
▶ Platform load testing – evolving platform to be simpler to
maintain.
Platform cost effectiveness is essential to ensuring a sustainable ▶ Cost efficiency initiatives with increased use of third party
product. Increases in per user or per sensor costs could technologies.
impact margin.
▶ Improve data centre infrastructure.
D Customer dependency
The Group holds significant amounts of personal data. ▶ ISO 27001 accredited framework of data security processes/
This carries risks associated with information governance Cyber essentials certification.
and data protection. ▶ Asset risk assessments aligned to ISO 27001.
The Group is also reliant on cloud-based IT infrastructure, ▶ Regular employee training and awareness.
where any loss of key systems could impact the business’s
ability to operate.
▶ Data management/cyber security policies and incident
management system and response.
While most security breaches are due to errors in disclosing ▶ Increase in SSO applications, asset management capabilities
data, cyber attacks and malware increasingly threaten the and delivery of security roadmap.
integrity of Checkit’s own data and systems, as well as the
data it holds on behalf of customers. ▶ Relevant insurances.
▶ Business continuity/disaster recovery plans/annual
penetration testing.
▶ DPO officer and DPO centre (third party for EU).
F Business Operations
Checkit has undergone rapid change and transformation. ▶ Employee communication programme.
This risk concerns whether we can continually meet customer ▶ Performance management process/leadership training.
requirements and have operational processes and systems that
can meet the demands placed on our products and employees. ▶ Creation of service catalogue.
▶ Regular Board review on progress.
Inconsistent communication across all stakeholder groups
could also impact the Group’s ability to execute its plans. ▶ Monthly operational performance reviews.
▶ Increased focus on customer journey, including operational
kick-off post sale.
Corporate
governance
37 Executive leadership
38 Corporate governance report
41 Audit Committee report
43 Remuneration report
48 Report of the Directors
50 Directors’ responsibilities statement
EXECUTIVE LEADERSHIP
Kit was appointed in February 2021 to Joining Checkit as Director of Finance Keith is an experienced entrepreneur and
head up the Company’s growth function, in 2020, Greg was appointed CFOO chairman with deep knowledge of sales
which combines sales, marketing a year later, recognising his strategic and marketing. Originally a corporate
and commercial operations. He was contribution. He spent almost ten years banker, he bought, invested in, managed
formerly Vice President of Sales at global at Diageo before fulfilling financial and sold numerous businesses over
professional services firm Genpact. roles at the AA, Monarch Airlines and almost 40 years. Keith was appointed
Before his business career, he served Northgate Public Services. Non‑Executive Chairman in 2022 having
as a Captain in the Royal Gurkha Rifles. previously served Checkit in an Executive
capacity.
Key
Board member
Executive leadership
A Audit Committee
R Remuneration Committee
Simon has over 25 years of global Since October 2022, Alex has been
technology leadership experience as responsible for leading Aptitude
a Chief Digital Officer and CEO. He has Software plc’s North America
worked with and consulted for brands region as Regional Chief Executive
including B&W, AOL and Accenture. Officer. In November 2023, Alex was
Simon, until recently, sat on the World appointed CEO of Aptitude Software.
Economic Forum’s Global AI Council, is Aptitude Software is a global financial
a recognised global expert on AI and is software provider that helps complex
a partner at Best Practice AI. Earlier in organisations automate and transform
his career, he co-founded MapQuest. their financial business models. Alex was
com, one of the first internet and AI appointed to the Board in January 2023.
brands. Simon was appointed to the
Board in 2021.
The key elements of Checkit’s internal control The Board is supported by an Audit Committee and Remuneration
environment include: Committee. The Remuneration Committee is comprised of
Non-Executive Directors Keith Daley (Chair of Remuneration
▶ close involvement of the Executive Directors in the day-to-day Committee), Simon Greenman and Alex Curran. The Audit
running of the Group;
Committee is comprised of Simon Greenman (Chair of the
▶ clear lines of authority and reporting established; Audit Committee) and Alex Curran. Keith Daley’s financial
▶ regular internal audits of all departments within the business; background and in-depth knowledge of Checkit, Simon
▶ centralised control and decision making over key areas such Greenman’s senior leadership expertise and Alex Curran’s mixture
as capital expenditure and financing; and of UK and US high growth orientated experience provide the
necessary level and combination of skills and knowledge to
▶ a suite of regular reports focusing on the key performance and the respective Committees.
risk areas. Such reports include detailed annual budget setting
with monthly monitoring and daily reporting including reports Principle 6: ensure that between them the
on sales, orders and cash balances compared with budget. Directors have the necessary up-to-date
The Group undertakes regular updates and reviews of its business experience, skills and capabilities
processes, co-ordinated by the Group quality and compliance The Directors keep their skill set up to date with ongoing training
function, to ensure that it not only addresses basic financial and are informally regularly assessed. All Directors are put
controls but that non-financial controls are also in place over forward for re-election at each AGM.
areas such as information security, calibration and certification,
health and safety, environmental issues and adherence to law and The Directors are required to keep their relevant experience,
regulations. skill and capabilities up to date and are regularly assessed on an
informal basis.
Mitigation can only provide reasonable, but not absolute,
assurance against material misstatement or loss. As such, the The Board is supported by the Company Secretary and every
Group maintains appropriate insurance cover for the Group’s Director is aware of the right to have concerns added to minutes
activities, with the types of cover and insured values being and to seek independent advice at the Group’s expense
reviewed on a regular basis by the Board. where appropriate.
The Group maintains a risk register which not only highlights risks Principle 7: evaluate Board performance based
relevant to its businesses but also details the actions being taken on clear and relevant objectives, seeking
to mitigate these risks. These registers are reviewed regularly
continuous improvement
at Executive leadership team level and are subject to scrutiny
by the Board at least twice a year. The Board conducted an evaluation of its effectiveness during the
year ending 31 January 2024 and no major issues were identified.
More detail can be found in the principal risks and uncertainties A further evaluation is expected to be conducted in the third
report on pages 32 to 35. quarter of the year ending 31 January 2025. In addition, individual
Board member appraisals were undertaken for the first time to aid
Principle 5: maintain the Board as a well- overall Board effectiveness.
functioning, balanced team led by the Chairman
The Board regularly reviews its composition and is satisfied that Principle 8: promote a corporate culture based
it has an effective and appropriate balance of skills between the on ethical values and behaviours
Directors to deliver the strategy of the Company for the benefit of The Board understands that a healthy corporate culture based
its shareholders. on sound ethical values and behaviours is essential to creating a
The Board comprises the Non-Executive Chairman, Chief working environment in which employees feel valued and can be
Executive Officer, Chief Financial and Operations Officer and most effective.
two Non-Executive Directors. Biographies are set out on page 37 The employee handbook is updated regularly and provides
and illustrate the range of experience which the Board believes guidance to all business employees alongside a Company-
enables it to provide effective business leadership. All Board provided employee assistance programme to ensure ongoing
Directors are put forward for re-election at each AGM. employee wellbeing. Employee feedback and cultural tone are
Where new Board appointments are considered, the search regularly reviewed by the Board alongside regular employee
for candidates is conducted and appointments are made, on communication programmes. Team-based events are delivered
merit, against objective criteria and with due regard for the regularly throughout the year to promote a sense of belonging
benefits of diversity on the Board, including but not limited to and to promote collaboration and to build strong relationships.
gender balance. During FY24, a Charity Committee was formed to support our
cultural values and to promote charitable initiatives. FY25 will
The Chairman takes responsibility for a calendar of regular see an investment in resource for internal communications and
Board meetings and at least six times per year. The Board met engagement to further drive a positive and inclusive culture.
eight times in FY24. The Chairman ensures that Board agendas
reflect good corporate governance and concentrate on the key Since the COVID-19 pandemic, Checkit has supported employees
strategic, operational and financial issues. who are able to work remotely and introduced a remote-working
policy to embed flexible ways of working within the Company.
The Board is aware of the backgrounds and other interests of
the Directors and changes to these are reported and where The Company has a strict share dealing policy covering insider
appropriate agreed with the rest of the Board. Procedures are trading/inside information, the AIM Rules and Market Abuse
in place to manage potential conflict of interest. Regulations which apply to Checkit and individuals. This policy
is circulated to all individuals who qualify for share options
and who fall within the categories of insiders, PDMRs and
restricted persons.
Principle 9: maintain governance structures and Given the current size and complexity of the Group, the Board
processes that are fit for purpose and support does not currently consider that a Nominations Committee
is required.
good decision making by the Board
The long-term success of the Group is the responsibility of Principle 10: communicate how the company is
the Board. Two Executive Directors have responsibility for governed and is performing by maintaining a
the operational management of the Group’s activities and dialogue with shareholders and other
development of the Group strategy. Three Non-Executive
Directors are responsible for bringing independent and objective
relevant stakeholders
judgement to Board decisions. The Company Secretary is Engagement with our stakeholders is key to a successful business
responsible for ensuring that Board procedures are followed, and and is an ongoing part of managing our business. We summarise
applicable rules and regulations are complied with. why and how we engage with our stakeholders, including our
shareholders, on pages 30 and 31.
A corporate calendar is set at the beginning of the financial year
and includes provisional dates for all Board and Committee The Group communicates with shareholders in a number of
meetings, ensuring an appropriate spread throughout the year. ways, including:
Standing agenda items are agreed at the beginning of each year ▶ the Group’s annual report and accounts;
and will include a schedule of matters which allow the Board to
carry out its duties effectively. ▶ full-year and half-year result announcements;
▶ other regulatory announcements;
Agendas are finalised and circulated with relevant supporting
information and papers to Board members ahead of the meetings.
▶ the Annual General Meeting and outcomes;
In addition, senior managers are regularly invited to attend ▶ meetings with existing shareholders;
meetings to update on business performance as appropriate. ▶ webinars or roadshows; and
The Company Secretary is responsible for ensuring that a ▶ one-to-one meetings with major (or potential) shareholders.
corporate calendar is available to the Board which sets out Corporate information available on the Company
activities including, but not limited to, Board and Committee website includes:
meetings dates, issue of key reports, business performance
cycle, key compliance activities, audits and key stakeholder ▶ annual reports for the last six completed financial years;
communication points. ▶ full and half-year results announcements;
The Board has two sub-Committees as follows: ▶ notices of general meetings for the last six completed financial
years; and
Audit Committee: ▶ other regulatory announcements.
The Audit Committee oversees the integrity of the financial
results and risk management strategy of the Company. The Company engages its broker (Singer Capital Markets) and
investor relations advisers to assist in shareholder interaction and
It engages and works with the external financial auditor and feedback. The Board receives regular updates on the views of
Group management. It reviews and reports to the Board shareholders from these advisers.
on significant issues including estimates and judgements
made in connection with the preparation of the Group Regular online Company-wide meetings, off-site events and video
financial statements. updates from the Executives ensure that important updates are
communicated to employees. All employees are invited to watch
Full details of the Report of the Audit Committee are set out the presentation by the Executives which follow the release of our
on pages 41 and 42. The Audit Committee met three times half and full-year results.
during FY24.
Employees are also directed to the Company website, internal
Remuneration Committee: HR portal and encouraged to keep up to date with Company
This Committee ensures that the Group’s Executive remuneration reports. For further and more detailed explanations of how
policy is aligned to the implementation of the Company strategy the Group maintains a dialogue with shareholders and other
and shareholder interests. The Committee seeks to establish relevant stakeholders, see the Company’s S172(1) statement
a remuneration policy that is designed to motivate, retain and on pages 30 and 31.
attract Executives of the calibre necessary to achieve the Group’s
strategic ambitions. Full details of the Report of the Remuneration
Committee can be found on pages 43 to 47. The Remuneration
Committee met six times during FY24.
Audit Committee
report
Dear Shareholders, This year, having considered the
I am pleased to present my report as effectiveness and performance of the
Chair of the Audit Committee (the independence auditor, who reported on
Committee) for the financial year ended the Company last year, the Committee
31 January 2024. has recommended to the Board the
re-appointment of Cooper Parry Group
Composition Limited as independent auditor of the
The Committee consists of Non- Company for the next financial year.
Executive Director Alex Curran and
Services, independence and
myself. I was appointed Chair of the
Committee in January 2023 and am fees
grateful for the support I have received The independent auditor provides the
from the Committee in assisting with the Committee with:
preparation of this report. The biographies
▶ a report to the Committee giving an
of the Committee members can be found
overview of the results, significant
on page 37 and the Company’s website.
contracts and judgements and
The Board considers that for the size observations on the control
and complexity of the Company, the environment; and
Committee is properly constituted and has ▶ an opinion on the truth and fairness of
Simon Greenman a sufficient level of competence. the Group and Company accounts.
Non-Executive Director
External independent auditor The Committee monitors the cost
The detailed independent report of the effectiveness of audit and assesses if
auditor is shown on pages 51 to 54. any non-audit work performed by the
independent auditor could result in a
Re-appointment conflict of interest.
The appointment of the independent The Committee has reviewed the controls
external auditor is approved by in place to ensure audit independence,
shareholders annually. The audit of the which include:
financial statements is conducted in
accordance with International Standards ▶ Group policies around Committee
on Auditing (UK) (ISAs), issued by the approval requirement for significant
Auditing Practices Board. non-audit work;
Deferred taxation
Simon Greenman
The Committee reviewed the appropriateness of the recognition
Chair of the Audit Committee
of deferred taxation. The level of deferred tax asset recognition
in relation to accumulated tax losses is underpinned by a range 24 April 2024
of judgements. The Committee was satisfied that no recognition
of deferred tax asset is included. Further details on these are
disclosed in Notes 1, 8 and 14 respectively.
Remuneration
report
Dear Shareholders, Governance
The following Remuneration report Companies with securities listed on AIM
for FY24 has been prepared by the are not required to comply with either
Remuneration Committee and approved the Large and Medium-sized Companies
by the Board. Shareholders will be invited and Groups (Accounts and Reports)
to approve this report at the forthcoming (Amendment) Regulations 2013 or the
Annual General Meeting. UKLA Listing Rules.
Unaudited information
The independent auditor is not required to
audit and has not, except where indicated,
audited the information included in
the Remuneration report. The audited
information meets the remuneration
disclosure requirements of Rule 19 of the
AIM Rules for Companies.
Pension
To offer the opportunity for Executives to accrue pension Executives are eligible to join the Group pension scheme immediately
rights in line with maximum HMRC limits. on joining at an enhanced rate of Company contributions.
Benefits
To offer a benefits package in line with best market practice. Executives are offered income protection, family private medical
cover and in-service death cover.
Notes
Basic salary
FY24:
The Committee awarded an increase in base salaries of 3.5%, effective from 1 August 2023.
FY25:
Subject to the level of ongoing inflationary pressure, the Committee may consider a review of base salaries in August 2024.
FY24
In FY24, bonuses were awarded to Kit Kyte of £51k and Greg Price of £14k based on the achievement of targets set at the start of the year.
FY25:
An FY25 in-year Executive bonus plan has been agreed per below:
Executive Director Metrics Earning potential
Detailed financial targets and performance metrics have been agreed. Payment of any bonus is dependent on Remuneration Committee
assessment and approval.
Checkit plc | Annual Report and Accounts 2024
STR ATEGIC REPORT CORPOR ATE GOVERNANCE FINANCIAL STATEMENTS 45
Notes continued
Employment contracts
Executive Directors
All Executive Directors are employed on service contracts terminable on six months’ notice by the Company or the Director.
Non-executive Directors
All Non-Executive Directors serve under letters of appointment terminable on three months’ written notice by the Company or the
Director. Their remuneration is determined by the Board (excluding the Non-Executive Directors) within the limits set by the Articles of
Association and is based on fees paid in similar companies and the skills and expected time commitment of the individual concerned.
The basic fees were reviewed during FY24 and fees were increased by 3.5% at the mid-year point. The Non-Executive Directors receive
no remuneration or benefits in kind other than their basic fees and are not eligible for any equity-based incentive schemes.
Total emoluments and the single figure of total remuneration emoluments for the Executive and Non-Executive Directors are set
out below.
The figures represent amounts earned during the relevant financial year. Such emoluments are charged in the same financial year.
Audited information
LTIPs vested
or options Single
Pension exercised figure
Year to Basic pay Benefits 1
Bonuses Total contribution2 in year remuneration
31 January 2024 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Executive Directors
K Kyte 329 2 51 382 19 — 401
G Price 179 — 14 193 13 — 206
Non-Executive Directors
K Daley 106 — — 106 — — 106
S Greenman 42 — — 42 — — 42
A Curran 33 — — 33 — — 33
Total 689 2 65 756 32 788
LTIPs vested
or options Single
Pension exercised figure
Year to Basic pay Benefits 1
Bonuses Total contribution2 in year remuneration
31 January 2023 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Executive Directors
K Kyte 306 2 202 510 23 — 533
G Price 153 — 51 204 11 — 215
Non-Executive Directors
K Daley 102 — — 102 — — 102
J Wilson 41 — — 41 — — 41
S Greenman 41 — — 41 — — 41
A Curran — — — — — — —
Total 643 2 253 898 34 — 932
The emoluments of the highest paid Director in FY24 were £401,000 compared to £533,000 in FY23.
1 Benefits include private medical insurance for directors and dependants
2 Includes payments made in lieu of pension contributions.
The annual basic pay for each current serving Director as at 31 January 2024 is as follows:
Basic pay at Basic pay at
31 January 2024 31 January 2023
Year to 31 January £’000 £’000
Unaudited information
Directors’ share ownership
The shares owned by the current Directors serving as at 31 January 2024 are as follows:
Shares owned Shares owned Shares owned
outright at outright at outright at
the date of 31 January 31 January
this report 2024 2023
Approval
This report was approved by the Board of Directors on the date shown below and signed on its behalf by:
Keith Daley
Chair of Remuneration Committee
24 April 2024
Report of
the Directors
The Directors present their annual report and accounts, Health, safety and environment
together with the audited financial statements, for the year The Group recognises and accepts its responsibilities for
ended 31 January 2024. maintaining high standards of health and safety management
Principal activity for all its operations to safeguard its employees, customers and
the local community. The Group strives to minimise its impact
Checkit plc is the holding company of Checkit Europe Limited, on the environment and is committed to the maintenance of
Checkit UK Limited, Checkit Inc, Checkit LLC and two other environmental controls as they relate to the business and aims
non‑trading companies detailed on page 71 (together Checkit) to ensure that its activities comply at all times with relevant
and which is a leading provider of an intelligent operations environmental legislation.
management platform for deskless workforces, enabling
operational agility and intelligent decision making in large Streamlined energy and carbon reporting
multinational and complex national organisations. The Group has chosen not to report data from any of its UK
Checkit’s subscription business model offers optional plug‑ins subsidiary undertakings as none of them are large companies
for smart sensor networks and workflow task management. and, therefore, are not required to report such information
Checkit’s solutions apply digital tools and monitoring to transform on a stand-alone basis. The parent company is exempt from
workforce management, and incorporate physical assets into reporting, as given the nature of its activities, it is a low energy
a digital ecosystem using Internet of Things (IoT) sensors and user consuming less than 40MWh during the year.
monitoring devices.
Financial instruments
A detailed review of the business, its results and future direction Principal financial risks and mitigating activities have been set out
is included in the Strategic report set out on pages 1 to 35. within the Strategic report. Additionally, Note 24 to the financial
statements provides further details in respect of financial risk
Results and future developments
management and objectives.
The Group’s loss on ordinary activities after taxation for the year
was £4.5m compared to £12.3m last year. The Group’s results are Directors and their interests
set out in the consolidated income statement on page 55 and The present membership of the Board is as follows:
are explained in the Chief Financial and Operations Officer’s
statement on pages 18 and 19. ▶ Kit Kyte, Chief Executive Officer;
The subsidiaries of the Group as at 31 January 2024 are listed
▶ Gregory Price, Chief Financial and Operations Officer;
in Note 13. ▶ Keith Daley, Non-Executive Chairman;
▶ Simon Greenman, Non-Executive Director; and
The Directors do not propose a dividend in respect of the year
ended 31 January 2024 (2023: £nil). ▶ Alex Curran, Non-Executive Director.
Biographical details of the current Directors are set out on
Going concern
page 37 and details of Directors’ beneficial interests in the
The Group’s business activities, performance and position are set shares of the Company as at 31 January 2024 are set out in
out in the Strategic report. The financial position of the Group the Remuneration report on pages 43 to 47.
is described on pages 18 and 19. Details of the key risks and
uncertainties in the business, along with the mitigation actions The Board follows best practice recommendations and,
in place, have been presented in the risks and uncertainties on accordingly, the whole Board will be offering itself for
pages 32 to 35. re‑appointment or appointment as appropriate.
Directors’
responsibilities statement
The Directors are responsible for preparing the annual report The Directors are responsible for the maintenance and
and the Group and parent company financial statements in integrity of the corporate and financial information included
accordance with applicable law and regulations. on the Company’s website. Legislation in the UK governing
the preparation and dissemination of financial statements may
Company law requires the Directors to prepare Group and parent
differ from legislation in other jurisdictions.
company financial statements for each financial year. As required
by the AIM Rules of the London Stock Exchange, they are required Directors’ responsibilities statement
to prepare the Group financial statements in accordance with
We confirm that to the best of our knowledge:
UK-adopted International Accounting Standards (IFRSs) and
applicable law and have elected to prepare the parent company ▶ the financial statements, prepared in accordance with the
financial statements in accordance with UK accounting standards relevant financial reporting framework, give a true and fair
and applicable law (UK Generally Accepted Accounting Practice), view of the assets, liabilities, financial position and profit or
including FRS 101 “Reduced Disclosure Framework”. loss of the Company and the undertakings included in the
consolidation taken as a whole;
Under company law, the Directors must not approve the financial
statements unless they are satisfied that they give a true and fair ▶ the annual report includes a fair review of the development
view of the state of affairs of the Group and parent company and and performance of the business, the position of the Company
of their profit or loss for that period. In preparing each of the and the undertakings included in the consolidation taken as
Group and parent company financial statements, the Directors a whole, together with a description of the principal risks and
are required to: uncertainties that it faces; and
▶ the annual report and financial statements, taken as a whole, is
▶ select suitable accounting policies and then apply fair, balanced and understandable and provides the information
them consistently; necessary for shareholders to assess the Company’s
▶ make judgements and estimates that are reasonable, relevant, performance, business model and strategy.
reliable and prudent;
By order of the Board
▶ for the Group financial statements, state whether they have
been prepared in accordance with IFRSs;
▶ for the parent company financial statements, state whether Greg Price
applicable UK accounting standards have been followed,
Chief Financial and Operations Officer
subject to any material departures disclosed and explained
in the financial statements; 24 April 2024
▶ assess the Group and parent company’s ability to continue as
a going concern, disclosing, as applicable, matters related to
going concern; and
▶ use the going concern basis of accounting unless they either
intend to liquidate the Group or the parent company or to
cease operations, or have no realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the parent
company’s transactions and disclose with reasonable accuracy
at any time the financial position of the parent company and
enable them to ensure that its financial statements comply with
the Companies Act 2006. They are responsible for such internal
control as they determine is necessary to enable the preparation
of financial statements that are free from material misstatement,
whether due to fraud or error, and have general responsibility for
taking such steps as are reasonably open to them to safeguard
the assets of the Group and to prevent and detect fraud and
other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic report and a Directors’
report that comply with that law and those regulations.
Opinion
We have audited the financial statements of Checkit plc (the ‘parent company’) and its subsidiaries (the ‘Group’) for the year ended
31 January 2024 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company Balance
Sheets, the Consolidated and Company Statements of Changes in Equity, the Consolidated Statement of Cash Flows and the related
notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and UK
adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the parent
company financial statements 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 Group’s and of the parent company’s affairs as at 31 January 2024
and of the Group’s loss for the year then ended;
▶ the Group financial statements have been properly prepared in accordance with UK adopted international accounting standards;
▶ the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted
Accounting Practice; and
▶ the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report
thereon. The directors are responsible for the other information included in the annual report. 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. 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.
Responsibilities of Directors
As explained more fully in the Directors’ responsibilities statement set out on page 50, 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
is 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 the parent company or to cease operations, or have no realistic alternative but to do so.
Melanie Hopwell
Senior Statutory Auditor
For and on behalf of Cooper Parry Group Limited
Chartered Accountants and Statutory Auditor
Sky View
Argosy Road
East Midlands Airport
Castle Donington
Derby DE74 2SA
24 April 2024
2024 2023
Notes £m £m
The above statement should be read in conjunction with the accompanying notes on pages 59 to 78.
* Adjusted loss before interest, tax, depreciation and amortisation “LBITDA” is calculated by taking operating profit and adding back depreciation and amortisation, share-based
payment charge and non-recurring or special items.
2024 2023
Notes £m £m
Assets
Non-current assets
Goodwill arising on acquisition 11 0.2 0.2
Other intangible assets 11 4.8 3.8
Property, plant and equipment 12 0.8 0.9
Total non-current assets 5.8 4.9
Current assets
Inventories 15 3.8 2.4
Trade and other receivables 16 4.5 4.5
Cash and cash equivalents 9.0 15.6
Total current assets 17.3 22.5
Total assets 23.1 27.4
Current liabilities
Trade and other payables 17 7.8 7.5
Contract lease liabilities 22 0.2 0.3
Total current liabilities 8.0 7.8
Non-current liabilities
Deferred tax liabilities 14 — —
Long-term contract lease liabilities 22 0.3 0.3
Long-term provisions 19 0.2 0.4
Total non-current liabilities 0.5 0.7
Total liabilities 8.5 8.5
Net assets 14.6 18.9
Equity attributable to the owners of the Company
Called up share capital 20 5.4 5.4
Share premium 20 23.3 23.3
Capital redemption reserve 20 6.4 6.4
Other reserves 20 0.5 0.3
Retained earnings 20 (21.0) (16.5)
Total equity 14.6 18.9
The above statement should be read in conjunction with the accompanying notes on pages 59 to 78.
The financial statements of Checkit plc (registered no. 00448274) were approved by the Board of Directors on 24 April 2024 and were
signed on its behalf by:
Capital
Share Share redemption Other Translation Retained
capital premium reserve reserves reserve earnings Total
£m £m £m £m £m £m £m
The above statement should be read in conjunction with the accompanying notes on pages 59 to 78.
2024 2023
Notes £m £m
The above statement should be read in conjunction with the accompanying notes on pages 59 to 78.
General information
Checkit plc (the Group or Checkit) is a public limited liability company incorporated in England and Wales and domiciled in the UK.
The address of its registered office is Broers Building, J J Thomson Avenue, Cambridge CB3 0FA. The nature of the Group’s operations
and its principal activities are set out in the Report of the Directors on pages 48 and 49.
These financial statements are presented in Sterling, the currency of the primary economic environment in which the Group operates,
and all values are rounded to the nearest hundred thousand (£0.1m) except where otherwise stated.
Basis of accounting
The consolidated financial statements of Checkit plc have been prepared in accordance with UK-adopted International Accounting
Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.
The consolidated financial statements have been prepared on the historical cost basis, except for the revaluation of financial
instruments. The principal accounting policies adopted are set out below. These policies have been applied consistently to all years
presented, unless otherwise stated.
Consolidation
The consolidated financial statements incorporate the financial statements of Checkit plc and all subsidiary undertakings drawn up to
31 January each year. Subsidiaries are all entities over which the Group has the power to control the financial and operating policies
so as to obtain benefit from their activities. The results of businesses acquired during the year are included from the effective date of
acquisition. The results of businesses discontinued during the year are included until the date of disposal. Balances between Group
companies are eliminated, and no profit is taken on intra-Group sales.
Business combinations
Acquisitions of subsidiaries and businesses are accounted for using the purchase method. The consideration for each acquisition is
measured at the aggregate of the fair value (at the date of exchange) of assets given, liabilities incurred or assumed, equity instruments
issued and cash paid by the Group in exchange for control of the acquiree. Acquisition-related costs are recognised in the statement of
comprehensive income as incurred.
Where a business combination is achieved in stages, the Group’s previously held interests in the acquired entity are re-measured to fair
value at the acquisition date.
The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under IFRS 3 “Business
Combinations” are recognised at their fair value at the acquisition date.
Goodwill
Goodwill represents the difference between the cost of the acquisition and the fair value of the net identifiable assets acquired.
Goodwill has an indefinite expected useful life and is not amortised but is tested annually for impairment.
Goodwill is recognised as an intangible asset in the consolidated balance sheet. Goodwill therefore includes non-identified intangible
assets including business processes, buyer-specific synergies, know-how and workforce-related industry-specific knowledge and
technical skills. Negative goodwill arising on acquisitions would be recognised directly in the consolidated income statement.
On closure or disposal of an acquired business, goodwill would be taken into account in determining the profit or loss on closure
or disposal.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost comprises all direct expenditure and, where appropriate,
production overheads based on the normal level of activity. Where necessary, provision is made for obsolete, slow-moving and
defective stocks. Cost is calculated using the first-in, first-out method. Net realisable value represents the estimated selling price
less all estimated costs to completion.
Employee benefits
Pensions to employees are provided through defined contribution plans.
A defined contribution plan is a pension plan under which the Group pays fixed contributions to an independent entity. The Group has
no legal obligations to pay further contributions after payment of the fixed contribution.
The contributions recognised in respect of defined contribution plans are expensed as they fall due. Liabilities and assets may be
recognised if underpayment or prepayment has occurred and are included in current liabilities or current assets as they are normally
of a short-term nature.
Leases
The Group assesses whether a contract is or contains a lease at inception of the contract. The Group recognises a right-of-use
asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases
(defined as leases with a lease term of twelve months or less) and leases of low value assets. For these leases, the Group recognises
the lease payments as an operating expense on a straight line basis over the term of the lease unless another systematic basis is
more representative of the time pattern in which economic benefits from the leased assets are consumed. The lease liability is initially
measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit
in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate. Lease payments included in the
measurement of the lease liability comprise:
▶ fixed lease payments (including in substance fixed payments), less any lease incentives;
▶ variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
▶ the amount expected to be payable by the lessee under residual value guarantees;
▶ the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
▶ payments of penalties for terminating the lease if the lease term reflects the exercise of an option to terminate the lease.
Financial liabilities/assets
The Group’s financial liabilities are trade and other payables and finance leasing liabilities. They are included in the balance sheet line
items “trade and other payables”.
All interest-related charges are recognised as an expense in “finance costs” in the statement of comprehensive income.
Trade payables are stated at their amortised cost.
Receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise
when the Group provides goods directly to a debtor. Receivables are subsequently measured at amortised cost using the effective
interest method, less provision for impairment. Any change in their value through impairment or reversal of impairment is recognised
in the statement of comprehensive income.
Provision against trade receivables represents the expected lifetime credit losses for all trade receivables. The expected lifetime credit
loss reflects assumptions on the ageing of overdue debts that may become unrecoverable, based upon historical observed default
rates, adjusted for current economic environment.
Equity instruments
Share capital is determined using the nominal value of shares that have been issued. Equity-settled share-based employee remuneration
is credited to other reserves until the related equity instruments are realised by the employee.
Revenue recognition
The Group sells subscription services for workflow software and IoT sensors. In respect of discontinued operations, revenue arises from
installation and maintenance of building energy management systems and the manufacture and sale of engineered and ophthalmic
products. Revenue is shown net of value-added tax, returns, rebates and discounts and after eliminating sales within the Group.
To determine whether to recognise revenue, the Group follows a five-step process:
1. identifying the contract with a customer;
2. identifying the performance obligations;
3. determining the transaction price;
4. allocating the transaction price to the performance obligations; and
5. recognising revenue when/as performance obligation(s) are satisfied.
Subscription services
The Group recognises revenue depending on the substance and legal form of the contracts with its customers. Revenue is recognised
once a legally binding contract between the Group and its customers has been established and the delivery of the service including
support and maintenance has commenced. Service delivery is triggered once the customer has been provided access to the software.
The Group has assessed that the provision of these goods and services represent a single combined performance obligation over which
control is considered to transfer over time as the respective elements are considered as being intertwined and therefore inseparable
due to their value together.
Revenues are recognised monthly as the Group has an enforceable right to payment for contracted services provided.
The Group recognises liabilities for consideration received in respect of unsatisfied performance obligations under the service contracts
and reports these amounts as part of other creditors.
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it is probable that the Group will be
required to settle that obligation.
Capital management
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are
recognised as a deduction from equity, net of any tax effects.
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future
development of the business.
Details of share-based payments are disclosed in Note 20.
The Board seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and the
advantages and security afforded by a sound capital position.
From time to time, the Group purchases its own shares in the market; the timing of these purchases depends on market prices. Buy and
sell decisions are made on a specific transaction basis by the Board.
There were no changes to the Group’s approach to capital management during the year.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
Non-GAAP measures
These financial statements contain references to earnings before depreciation and amortisation, share-based payment and non-recurring
or special items. These financial measures do not have any standardised meaning prescribed by IFRS and are therefore referred to as
non-GAAP measures. The non-GAAP measure used by the Company may not be comparable to similar measures used by other companies.
In line with the way the Board and Chief Operating Decision Maker review the business, non-recurring or special items are separately
identified. Management has defined and reports such items as restructuring and integration costs, costs associated with acquisitions,
amortisation of acquired intangible assets and other non-recurring and non-operating items.
The Board believes that this is a useful supplemental metric as it provides an indication of the results generated by the Company’s
principal business activities prior to consideration of how the results are impacted by one-time exceptional charges.
2. Segmental reporting
Management provides information reported to the Chief Operating Decision Maker (CODM) as a single operating segment for the
purpose of assessing performance and allocating resources. The CODM is the Chief Executive Officer.
The Group’s main activities are the supply of connected workflow management, automated monitoring and building management,
Internet of Things (IoT), and operational insight-based products and services.
Geographical information
The Group considers its operations to be in the following geographical regions:
Revenue from
external customers
2024 2023
£m £m
Non-recurring or special items are disclosed separately to improve visibility of the underlying business performance.
Management has defined such items as restructuring, amortisation of acquired intangibles and other non-recurring items incurred
outside the normal course of business.
Cooper Parry Group Limited was paid £nil for tax advisory and compliance services (2023: Cooper Parry Group Limited, £nil).
5. Finance income
Finance income comprised:
2024 2023
£m £m
Interest receivable on cash and bank balances, and treasury deposits 0.5 0.1
The Group incurred finance costs in relation to IFRS 16 right-of-use contract liabilities of less than £0.1m (2023: less than £0.1m).
2024 2023
Notes £m £m
Redundancy costs of less than £0.1m (2023: less than £0.1m) were incurred in the year within operating costs. Employee costs of the
discontinued businesses are included within the discontinued result for the year.
The average monthly number of people employed by the Group during the year, including Executive Directors, was as follows:
2024 2023
Details of Directors’ remuneration are included in the Remuneration report on pages 43 to 47.
8. Taxation
(a) Analysis of tax credit for the year – continuing operations
2024 2023
£m £m
Current taxation:
UK corporation tax (credit) on loss for the year (0.1) (0.1)
Adjustment in respect of prior periods — (0.1)
Total current taxation (0.1) (0.2)
Deferred tax:
On separately identifiable acquired intangibles (as a result of amortisation) — (0.1)
Total deferred taxation — (0.1)
Tax credit on continuing operations (0.1) (0.3)
Current taxation:
UK corporation tax charge on profit for the year — —
Overseas corporation tax charge on profit for the year — —
Overprovision for prior year – UK — —
Total current taxation — —
Deferred tax:
Origination and reversal of temporary differences — —
Under provision in respect of prior years — —
Total deferred taxation — —
Tax charge on discontinued operations — —
8. Taxation continued
(c) Factors affecting taxation credit for the year – continuing operations
The effective tax rate for the year was 24%.
2024 2023
(d) Factors affecting taxation charge for the year – discontinued operations
2024 2023
9. Dividends paid
No interim or final dividend was paid for the year ended 31 January 2024 (2023: £nil).
Weighted average number of shares for the purpose of basic earnings per share A 108.0 108.0
Dilutive effect of employee share options1 — —
Weighted average number of shares for the purpose of diluted earnings per share B 108.0 108.0
Key £m £m
EPS measures
Basic and diluted1 continuing EPS C/A (4.2)p (11.2)p
Adjusted EPS measures
Adjusted basic and diluted1 continuing EPS D/A (4.1)p (6.9)p
The adjusted EPS information is considered to provide a fairer representation of the Group’s trading performance.
EPS measures
Basic EPS E/A — (0.3)p
Diluted EPS1 E/B — (0.3)p
Total earnings per share for the year attributable to equity shareholders
Key 2024 2023
EPS measures
Basic EPS F/A (4.2)p (11.5)p
Diluted EPS1 F/B (4.2)p (11.5)p
1 In the current and prior year, the dilutive impact of employee share options is ignored since there is no dilutive impact on continuing operations EPS measures given the
continuing loss for the year.
Cost
At 1 February 2022 8.0 0.8 4.3 4.5 17.6
Additions 1.8 0.2 — — 2.0
Disposals — — — — —
At 31 January 2023 9.8 1.0 4.3 4.5 19.6
Additions 2.0 — — — 2.0
Disposals — — — — —
At 31 January 2024 11.8 1.0 4.3 4.5 21.6
Amortisation
At 1 February 2022 6.5 0.1 3.7 — 10.3
Charge for the year 0.3 0.2 0.5 — 1.0
Impairment — — — 4.3 4.3
Disposals — — — — —
At 31 January 2023 6.8 0.3 4.2 4.3 15.6
Charge for the year 0.7 0.2 0.1 — 1.0
Disposals — — — — —
At 31 January 2024 7.5 0.5 4.3 4.3 16.6
Carrying amount
At 1 February 2022 1.5 0.7 0.6 4.5 7.3
At 31 January 2023 3.0 0.7 0.1 0.2 4.0
At 31 January 2024 4.3 0.5 — 0.2 5.0
Acquired intangible assets are made up of the separately identified intangibles acquired with the purchase of Next Control Systems
in May 2019 and those acquired with the purchase of Checkit LLC in February 2021.
Cost
At 1 February 2022 0.9 0.2 0.9 2.0
Additions 0.2 0.1 0.1 0.4
Disposals — — — —
At 31 January 2023 1.1 0.3 1.0 2.4
Additions — 0.1 0.2 0.3
Disposals (0.3) — — (0.3)
At 31 January 2024 0.8 0.4 1.2 2.4
Depreciation
At 1 February 2022 0.3 0.1 0.6 1.0
Charge for the year 0.3 0.1 0.1 0.5
Disposals — — — —
At 31 January 2023 0.6 0.2 0.7 1.5
Charge for the year 0.2 — 0.2 0.4
Disposals (0.3) — — (0.3)
At 31 January 2024 0.5 0.2 0.9 1.6
Net book value
At 31 January 2023 0.5 0.1 0.3 0.9
At 31 January 2024 0.3 0.2 0.3 0.8
The net book value of tangible fixed assets held as right-of-use assets was £0.5m (2023: £0.6m) (see Note 22).
Checkit Europe Limited Broers Building, J J Thomson Avenue, England and Web-based service for work 100% 100%
Cambridge, UK Wales management and automated
monitoring
Checkit UK Limited Broers Building, J J Thomson Avenue, England and Building energy 100% 100%
Cambridge, UK Wales management and automated
monitoring systems
Checkit LLC 485 Mariner Blvd, Spring Hill, Florida 34609, USA Web-based service for work 100% * 100%
USA management and automated
monitoring
Checkit Inc 11849 Telegraph Road, Santa Fe Springs, USA Holding company 100% 100%
California 90670, USA
Hartest Precision Broers Building, J J Thomson Avenue, England and Dormant company 100% 100%
Instruments Limited Cambridge, UK Wales
Hartest Precision Instruments India 304, Plot No.7, Mahajan Tower LSC, India Dormant company 100% 100%
Private Limited Shreshtha, Vihar, Delhi-110092
Deferred tax — — — —
Deferred taxation assets have only been recognised for subsidiaries with a past history of profitable trends where there is persuasive
and reliable evidence in the form of management accounts and financial projections that taxable profits are anticipated to arise in the
foreseeable future. Deferred taxation assets have not been provided in respect of unutilised income tax losses that can be carried
forward against future taxable income as there is currently uncertainty over their offset against future taxable profits and therefore
their recoverability.
No deferred tax liabilities have been provided in respect of the unremitted earnings of the overseas subsidiaries. The amount of such
unremitted earnings is estimated to be a retained profit of less than £0.1m (2023: less than £0.1m).
15. Inventories
2024 2023
£m £m
Raw materials — —
Finished goods and goods for resale 3.8 2.4
3.8 2.4
In the ordinary course of business, the Group makes provision for slow-moving, excess and obsolete inventory as appropriate. Inventory
is stated after charging impairments of £0.2m in the year (2023: £0.4m), which are included within operating profit.
The amount of inventory recognised as an expense within the cost of sales for continuing operations amounted to £1.2m (2023: £1.6m).
The fair values of trade and other receivables are considered to be as stated above.
The Group applies the IFRS 9 simplified model of recognising lifetime expected credit losses for all trade receivables, as these do not
have a significant financing component. The expected lifetime credit losses reflect assumptions on the ageing of the overdue debts
that may become unrecoverable, equivalent to a total Group rate of 5.9% (2023: 4.0%). The provision is based upon historical observed
default rates over the expected life of trade receivables, adjusted for an assessment of the current economic environment.
Trade receivables are normally due within 30 to 90 days and do not bear any effective interest rate. Failure to receive payment within
180 days of payment due date is considered indication of no reasonable expectation of recovery. One customer makes up 15% of Group
annualised revenues (FY23: 16%) but based on the Group’s assessment of its credit rating the risk of failure is considered low.
Trade receivable days are 81 days (2023: 108 days normalised). Trade debtors include significant sales invoices for subscriptions due
annually in advance, sales which are consequently included in deferred income on the balance sheet and are not recognised revenue.
2024 2023
£m £m
2024 2023
£m £m
The gross carrying amounts of trade and other receivables are denominated in the following currencies:
2024 2023
£m £m
Management considers the carrying amounts of trade and other payables recognised in the balance sheet to be a reasonable
approximation of their fair value.
Trade payable days are 31 days (2023: 41 days).
Service and subscription income contracts vary from 12–48 months in length; however, customers are only required to pay in advance
for each successive twelve month period.
The amounts recognised as a contract liability will generally be utilised within the next reporting period.
18. Borrowings
The Group has no borrowings or facilities as at 31 January 2024.
19. Provisions
2024 2023
£m £m
Current — —
Non-current 0.2 0.4
0.2 0.4
Dilapidation
costs Total
£m £m
The dilapidation costs relate to redecoration, maintenance and reinstatement costs required to meet the terms of property leases held
by the Group.
Authorised
200,000,000 (2023: 200,000,000) ordinary shares of 5 pence each 10.0 10.0
Allotted, called up and fully paid
108,008,562 (2023: 108,008,562) ordinary shares of 5 pence each 5.4 5.4
Share options
Number of options
The weighted average exercise price of all options in 2024 was 35.3 pence (2023: 39.0 pence).
Movement in share options during the year:
2024 2023
During the year, 1,517,500 (2023: 4,898,000) share options were granted to the following schemes:
▶ 1,057,500 to the Company Share Option Plan (CSOP) scheme launched in 2022;
▶ 375,000 to the existing EMI scheme launched in 2020; and
▶ 85,000 unapproved share options to the USA Subplan.
▶ 900,000 share options were eligible to be exercised during the year.
As at 31 January 2024, 6,725,653 (2023: 7,731,000) share options remain outstanding as follows:
▶ 1,702,500 (2023: 1,368,000) shares in a CSOP;
▶ 2,810,653 (2023: 3,703,000) shares in an EMI Plan;
▶ 2,000,000 (2023: 2,000,000) shares under a LTIP; and
▶ 212,500 (2023: 660,000) shares in a USA Subplan.
For further details see page 45 of the Remuneration report.
Reserves
The nature of the reserves shown in the consolidated balance sheet and consolidated statement of changes in equity is as follows:
Share premium
Amount subscribed for share capital in excess of nominal value.
Translation reserve
Gains and losses arising on retranslating the net assets of overseas operations into Sterling of less than £0.1m (2023: less than £0.1m).
Other reserves
A reserve arising from the application of IFRS 2 “Share-based Payments”.
Retained earnings
Cumulative gains and losses recognised in the consolidated statement of comprehensive income not included above.
22. Leases
The right-of-use assets recognised and the movement during the year is as follows:
Motor
vehicles and
Property equipment Total
£m £m £m
Cost
At 1 February 2022 0.9 0.5 1.4
Additions 0.2 — 0.2
Disposals — — —
At 31 January 2023 1.1 0.5 1.6
Additions — 0.2 0.2
Disposals — — —
At 31 January 2024 1.1 0.7 1.8
Depreciation
At 1 February 2022 0.3 0.3 0.6
Charge for the year 0.3 0.1 0.4
Disposals — — —
At 31 January 2023 0.6 0.4 1.0
Charge for the year 0.2 0.1 0.3
Disposals — — —
At 31 January 2024 0.8 0.5 1.3
Net book value
At 1 February 2023 0.5 0.1 0.6
At 31 January 2024 0.3 0.2 0.5
The movement on the lease liability during the year is summarised as follows:
£m
The table below summarises the maturity profile of the Group’s financial liabilities based upon the contractual undiscounted payments
as at 31 January 2024.
2024
£m
(iv) Maturity
All financial liabilities are contractually due within six months.
2024 2023
Financial liabilities held at amortised cost £m £m
Revenue — 0.6
Cost of sales — (0.7)
Gross loss — (0.1)
Operating expenses — (0.2)
Loss before tax — (0.3)
Attributable tax — —
Loss from discontinued operations before gain on disposal — (0.3)
Gain on disposal and loss on re-measurement — —
Attributable tax to gain — —
Loss from discontinued operations attributable to equity shareholders — (0.3)
Foreign currency reserve reclassification — —
Other comprehensive income from discontinued operations — (0.3)
Revenue — 0.6
Cost of sales — (0.7)
Gross profit/(loss) — (0.1)
Operating expenses — (0.2)
Profit/(loss) before tax — (0.3)
Attributable tax — —
Profit/(loss) from Building Energy Management Systems — (0.3)
Gain on sale and loss on re-measurement to fair value — —
Profit/(loss) from Building Energy Management Systems discontinued operation attributable to equity shareholders — (0.3)
2024 2023
Notes £m £m
Fixed assets
Investments in subsidiary undertakings 3 14.5 14.5
Intangible assets 0.4 0.5
Tangible fixed assets 4 0.2 0.4
15.1 15.4
Current assets
Debtors 5 22.2 21.9
Cash in hand and at bank 7.5 12.4
29.7 34.3
Creditors: amounts falling due within one year 6 (5.6) (10.8)
Net current assets 24.1 23.5
Total assets less current liabilities 39.2 38.9
Long-term liabilities
Long-term contract lease liabilities (0.1) (0.2)
Long-term provisions 7 (0.2) (0.3)
Net assets 38.9 38.4
Capital and reserves
Called up share capital 8 5.4 5.4
Share premium 23.3 23.3
Capital redemption reserve 6.4 6.4
Other reserves 0.5 0.2
Profit and loss account 3.3 3.1
Shareholders’ funds 38.9 38.4
The parent company’s profit for the financial year amounted to £0.2m (2023: less than £0.1m profit).
The notes form an integral part of the financial statements.
The financial statements were approved by the Board of Directors on 24 April 2024 and were signed on its behalf by:
Capital Profit
Share Share redemption Other and loss
capital premium reserve reserves account Total
£m £m £m £m £m £m
1. Accounting policies
Basis of preparation
The separate financial statements of the Company are presented as required by the Companies Act 2006. The Company meets the
definition of a qualifying entity under Financial Reporting Standard 100 (FRS 100) issued by the Financial Reporting Council. Accordingly,
the financial statements have therefore been prepared in accordance with Financial Reporting Standard 101 (FRS 101) “Reduced
Disclosure Framework” as issued by the Financial Reporting Council.
As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to
share-based payments, financial instruments, capital management, presentation of comparative information in respect of certain assets,
presentation of a cash flow statement and certain related party transactions. Where required, equivalent disclosures are given in the
consolidated financial statements.
The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted are the same as
those set out in Note 1 to the consolidated financial statements except as noted below:
Investments
Investments in subsidiaries and associates are stated at cost less, where appropriate, provisions for impairment.
The Group is loss making and this is an indicator for potential impairment of its investments. Management has completed impairment
reviews through estimating the recoverable value of these assets and concluded that impairments should remain unchanged as set
out above.
Cost
At 1 February 2023 0.9
Additions —
Disposals —
At 31 January 2024 0.9
Depreciation
At 1 February 2023 0.5
Charge for the year 0.2
Disposals —
At 31 January 2024 0.7
Net book value
At 1 February 2023 0.4
At 31 January 2024 0.2
Amounts owed by subsidiary undertakings are repayable on demand and do not bear interest.
Amounts owed by subsidiary undertakings are repayable on demand and do not bear interest.
2024 2023
£m £m
Amounts owed to subsidiary undertakings are repayable on demand and do not bear interest.
7. Provisions
Dilapidation
costs
£m
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