PREMIERE_EMPLOYMENT_GROUP - Accounts
PREMIERE_EMPLOYMENT_GROUP - Accounts
The directors present the strategic report for the year ended 31 March 2022.
The principal activity of Premiere Employment Group Limited ("the Company") during the year was the provision of managed workforce solutions.
On the 31 March 2022 the trade and assets of the Company were sold to The UK Recruitment Co. Limited.
The company is now dormant.
The directors consider strategic, operational and financial risks and identify actions to mitigate those risks on a regular basis. The principal risks and uncertainties are detailed below:
Economic and competitive risk
Competitors in Northern Ireland range from large multi-national organisations to small privately-owned businesses. All of the markets in which the company operates are continually subject to competition from both existing and new competitors. The costs of entry to the market can be relatively low, however, in certain specialist sectors, such as within the Public Sector, these costs can rise on the back of increased levels of compliance, and business investment required by local regulators and clients.
Commercial risk
The company benefits from close commercial relationships with key clients in both the public and private sectors. Within the private sector, the company is not dependent on any single key client. The public sector markets in which we operate are directly dependent on funding from local and national government organisations and these clients remain the largest customers in the business.
Technology risk
The company is reliant on a number of technology systems in providing its services to clients. These systems are located both in-house and in various data centres. The business continues to review and enhance its ability to cope with the loss of a technology system as a result of a significant event.
Regulatory risk
The staffing industry is governed by an increasing level of compliance. Additionally, clients require more complex levels of compliance in their contractual arrangements. The company takes its responsibilities seriously, is committed to meeting all of its regulatory responsibilities, which includes changes to national minimum wage legislation, and continues to develop its internal controls and processes with respect to legal and contractual obligations.
Financial risk
The company utilises various financial instruments including cash and other items, such as trade debtors and trade creditors that arise directly from its operations. The existence of these financial instruments exposes the company to a number of financial risks, which are described in more detail below.
The main risks arising from the company's financial instruments are market risk, interest rate risk, credit risk and liquidity risk. The directors regularly review and agree policies for managing each of these risks and they are summarised below.
Market Risk
Market risk encompasses two types of risk, being interest rate and market price risk. Interest rate risk is considered further below under the heading of 'Interest rate risk'. Market price risks are constantly reviewed by management in each operation.
Interest Rate Risk
The company finances its operations through a mixture of cash, creditors, and an invoice discounting facility. The exposure to interest rate fluctuations are largely limited to the movement in base rate in the UK, which is currently 3%. The financing was also modelled on an assumed higher base rate.
Credit Risk
The company's principal financial assets are cash and trade debtors.
In order to manage credit risk the directors set credit limits for customers based on a combination of third party credit references and payment history. Credit limits are reviewed by the company's credit controllers on a regular basis in conjunction with debt ageing and collection history.
Liquidity risk
The company seeks to manage liquidity risk by ensuring sufficient liquidity is available to meet the foreseeable cash needs of the business. The facilities in place provide sufficient normal liquidity headroom. This is reviewed by the board on a bi-weekly basis to identify risks, mitigations, and opportunities. Liquidity risk is proactively managed using its 13 week forecasts, thus providing time for compensatory actions to be taken, should the facility or liquidity need changing.
Financial
The financial performance of the group is measured using the following key performance indicators:
Cash collection is an important part of effective working capital management. As trade debts were sold to The UK Recruitment Co. Limited prior to the year end, debtor days were 0 days (2021: 31 days).
Operating profit for the year was £1,069,954 (2021: £1,284,302).
The company is committed to working in partnership, and building long-term relationships with its suppliers. Each year the company reviews its creditor policies and average creditor day terms. As trade creditors were sold to The UK Recruitment Co. Limited prior to the year end, creditor days were 0 days (2021: 31 days).
Non-Financial
The company measures its non-financial performance as follows:
The securing of new business is a critical area if the business is to continue to grow. During the year the general level of new business was restricted because of many tenders being put on hold. Importantly, after a thorough tendering exercise the company was re-awarded its largest public sector contract, and as such creates a strong spring board into the following year for organic growth as the market reopens.
The company is a large employer and strives to ensure that a minimum of 99% of all employees are paid accurately and on time. During the year, the company achieved payroll accuracy exceeding 99.1%.
The Company is now dormant.
The Company is now dormant. The directors refer to the going concern accounting policy stated in the notes to the financial statements.
This report sets out how the Directors comply with the requirements of Section 172 of the Companies Act 2006 and how these requirements have impacted the Directors activities and decision making during the financial year ended 31 March 2022.
The Directors consider that they have acted in good faith to promote the success of the Group on behalf of the stakeholders, in relation to matters set out in s172 of the Act. This has been achieved by working with the stakeholders to formulate long term plans and strategic imperatives, which are monitored and updated regularly. The stakeholders of the Group include the employees, clients, suppliers and shareholders of the business.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 March 2022.
The results for the year are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
The company's policy is to settle terms of payment with suppliers when agreeing the terms of each transaction, ensuring that suppliers are made aware of the terms of payment and abide by the terms of payment.
The Directors and Management Team regularly review how they maintain positive relationships with all its stakeholders including suppliers, customers and others. They have built a reputation on high levels of customer service and uphold this through accreditations such as ISO 9001.
Under section 487(2) of the Companies Act 2006 Saffery Champness LLP, will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
During the past year, there has been a continued focus on corporate governance, with the board spending a large proportion of its time examining and strengthening our processes throughout the company. Ensuring that a solid governance framework is in place is key to maintaining trust and transparency and an important building block for future growth.
select suitable accounting policies and then apply them consistently; make judgements and accounting estimates that are reasonable and prudent; state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The Directors monitor and review strategic objectives against business plans on a regular basis. The Management Team support the Directors with the planning and execution of long-term plans and are experienced in the successful implementation of strategic business decisions.
Please refer to the financial statements of the ultimate parent company for this information.
give a true and fair view of the state of the company's affairs as at 31 March 2022 and of its loss for the year then ended; have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or the financial statements are not in agreement with the accounting records and returns; or certain disclosures of remuneration specified by law are not made; or we have not received all the information and explanations we require for our audit.
As explained more fully in the directors' responsibilities statement, 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 company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and updating our understanding of the sector in which the company operates.
Laws and regulations of direct significance in the context of the company include The Companies Act 2006, and UK Tax legislation.
Audit response to risks identified:
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company’s records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company’s policies and procedures for compliance with laws and regulations with members of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 12 to 22 form part of these financial statements.
The notes on pages 12 to 22 form part of these financial statements.
The notes on pages 12 to 22 form part of these financial statements.
Premiere Employment Group Limited is a private company limited by shares, and incorporated in England and Wales under registered number 12449309. The registered office is 33 Soho Square, London, W1D 3QU and the principal place of business is 22 Oxford Court, Manchester, M2 3WQ.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of Twenty20 Capital Bidco1 Limited Group these consolidated financial statements are available from its registered office, 33 Soho Square, London, W1D 3QU.
For the purpose of aligning with the group's financial year ends, the 2021 accounts were extended from 28 February 2021 to 31 March 2021 and therefore the period covered by the previous years financial statements were from the date of incorporation on 7 February 2020 to 31 March 2021.
In order to consolidate and relaunch the business across the UK under one legal structure, on the 31st March 2022 the company sold its trade and assets to The UK Recruitment Co. Ltd. This included the transfer of all employees, customer contracts and creditors. Following the transfer the resulting inter-company balance was waived. The combined Recruitment Company footprint is now well placed to service customers right across the UK and to build out its Public and Commercial Sector offerings under one unified brand.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Trade and other debtors
Trade and other debtors are recognised initially at transaction price less attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method.
Trade and other creditors
Trade and other creditors are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade creditors.
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
An analysis of the company's turnover is as follows:
In the year to 31 March 2022, as part of the group organisation, the balance of an intercompany loan receivable from The UK Recruitment Co. Ltd, a fellow group company, was waived.
In the period from incorporation to 31 March 2021, the amount of £2,600,546 relates to a one off gain on the final difference between the recovery of the Trade and Assets and Allocated Investment Costs from March 2020.
In the period from incorporation to 31 March 2021, the amount of £1,184,824 relates to cost incurred which are linked to the investment in the trading asset on which the negative goodwill arose.
The average monthly number of persons (including directors) employed by the company during the year was:
Their aggregate remuneration comprised:
In addition, the average number of persons on hire to clients was 4,018 (2021: 3,739). The associated costs were wages and salaries of £89,399,119 (2021: £87,356,664), social security costs of £6,377,813 (2021: £6,180,407) and pension costs of £1,279,601 (2021: £1,343,269).
The remuneration of the directors is borne by another company within the group of companies of which they are directors. The portion of this remuneration which related to the company is considered to be £nil in the current and previous period.
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
At Budget 2021 the government announced that from 1 April 2023 the rate of corporation tax will be 25% for companies with annual profits over £250,000. For companies with annual profits below £50,000 the rate will remain at 19%. Marginal relief provisions will be introduced so that, where a company's profits fall between the lower (£50,000) and upper (£250,000) limits, it will be able to claim an amount of marginal relief that bridges the gap between the lower and upper limits providing a gradual increase in the corporation tax rate.
Amounts due from other group undertakings are unsecured, non-interest bearing, and repayable on demand.
Amounts due to other group undertakings are unsecured, non-interest bearing, and repayable on demand.
On 2 March 2020 both Close Brothers Limited and Tristan Nicholas Ramus created fixed and floating charges over all of the property and the undertakings of the company.
The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.
In addition, pension costs relating to persons on hire to clients was £1,279,601 (2021: £1,343,269).
Contributions outstanding to the fund at the balance sheet date totaled £nil (2021: £192,649).
The company has one class of ordinary shares which carry no right to fixed income.
The Company is not required to disclose transactions with other members of the group in which the company is a part on the basis that the entity is a wholly owned subsidiary of the parent of the group as stated in section 33 of FRS102.
The immediate parent undertaking at the balance sheet date was Twenty20 Midco 1 Limited and the ultimate parent undertaking was Twenty20 Capital Investments Limited, both companies are registered in England and Wales and their registered office is 33 Soho Square, London, 21D 3QU.
The parent company of the smallest group that includes the company and for which consolidated financial statements are prepared is Twenty20 Capital Bidco1 Limited. The parent company of the largest group that includes the company and for which consolidated financial statements are prepared is Twenty20 Capital Investments Limited. Copies of these financial statements can be obtained from the registered office at 33 Soho Square, London, W1D 3QU.