Arcontech Group PLC (ARC) 2024年年度報告「LSE」.pdf

《Arcontech Group PLC (ARC) 2024年年度報告「LSE」.pdf》由會員分享，可在線閱讀，更多相關《Arcontech Group PLC (ARC) 2024年年度報告「LSE」.pdf（64頁珍藏版）》請在三個皮匠報告上搜索。

1、eport and ear ended 30 June 2021Arcontech Group PLC 1st Floor,11-21 Paul StreetLONDONEC2A 4JU tel:+44(0)20 7256 2300 web:email:Arcontech Group PLCAnnual report and accounts for the year ended 30 June 2024 ARCONTECH GROUP PLC Contents Page Company Information 1 Chairmans Statement 2 Chief Executives

2、Review 3 Strategic Report 4-7 Board of Directors 8 Corporate Governance 9-19 Directors Report 20-21 Statement of Directors Responsibilities 22 Independent Auditors Report 23-27 Group Income Statement and Statement of Comprehensive Income 28 Statement of Changes in Equity 29 Statements of Financial P

3、osition 30 Group Statement of Cash Flows 31 Company Statement of Cash Flows 32 Notes to the Financial Statements 33-59 1 Company Information Directors Geoff Wicks(Chairman and Non-Executive Director)Matthew Jeffs(Chief Executive Officer)Raj Nagevadia(Non-Executive Director)Company Secretary Ben Hodg

4、es Registered Office 1st Floor 11-21 Paul Street London EC2A 4JU Nominated Adviser and Broker Cavendish 1 Bartholomew Close London EC1A 7BL Registered Number 04062416 Solicitors Faegre Baker Daniels LLP 7 Pilgrim Street London EC4V 6LB Auditors PKF Littlejohn Statutory Auditor Chartered Accountants

5、15 Westferry Circus Canary Wharf London E14 4HD Registrars Link Group Central Square 29 Wellington Street Leeds LS1 4DL Principal Bankers Lloyds Bank Plc 39 Threadneedle Street London EC2R 8AU Company website ARCONTECH GROUP PLC 2 Chairmans Statement In the year to 30 June 2024 Arcontech started to

6、benefit from its strong sales pipeline and the Company experienced revenue growth for the first time in three years.The last four years have been challenging but the Company has maintained its market position with much of its excellent customer base intact and although lead times remain long,as is o

7、ften the case with large organisations with complex requirements,new customers are coming on board and there is growth at existing customers.We remain well placed competitively as a cost-effective provider and customers and potential customers are moving forward on projects that have been under disc

8、ussion for some time.Product development has put us in a more competitive position and recent additions to our sales and support operation are helping us to broaden our base.Turnover was 2,910,232(2023:2,730,172)up 6.6%on last year.A large new customer at the start of the year replaced a previously

9、reported customer cancellation and other new sales through the year have driven this improvement,Profit before taxation(PBT)was 1,098,959(2023:985,696)up 11.5%on last year as a result of revenue growth flowing through to the bottom line with planned costs being delayed.Statutory earnings per share f

10、or the year to 30 June 2024 were 7.98p(2023:7.33p).Nearly all our revenue is recurring and,as has been reported before,many of our larger customers are on longer term contracts.So while lead times remain long,with a growing sales pipeline we are confident that we will be able to continue to grow our

11、 customer base.PBT in the year to end June 2024 benefited from planned growth in our sales and support team coming later in the year than expected so the planned costs were lower.Staff costs will therefore be at a higher level for the whole of the current year.As the current level of opportunity is

12、continuing we will keep the need to increase the size of the team under review.Financing Cash balances were 7,160,177(2023:6,411,241)at the year end,an increase of 11.7%.This strong balance sheet allows the Company to continue to invest in organic growth.There is also potential to invest in building

13、 a revenue streams in an adjacent financial market while continuing to look at potential acquisitions in our core market.Dividend I am pleased to announce that subject to approval at the Annual General Meeting we intend to pay a dividend of 3.75p per share for the year ended 30 June 2024(2023:3.5 pe

14、nce)an increase of 7.1%,to those shareholders on the register as at the close of business on 4 October 2024 with a dividend payment date of 1 November 2024.Outlook We are optimistic that growth will continue.Our strategy is to concentrate on our core market and to build our geographic presence.We wi

15、ll continue to improve products to enable us to compete in more areas of the market.We have a stable customer base and maintaining this will be key to leveraging our recurring revenue to build higher levels of growth.Geoff Wicks Chairman and Non-Executive Director ARCONTECH GROUP PLC 3 Chief Executi

16、ves Review The 2023/24 financial year saw us return to revenue growth of 6.6%as the market continues to normalise and the relationships we have built over the years bear fruit.Whilst more than 90%of our revenues were on a recurring basis a proportion was on a flexible basis allowing certain customer

17、s to adjust usage with business demands.After the recent inflationary period our clients and prospects are also showing greater motivation to gain control of increasing market-data costs which for many are now at a level that renders the risk and discomfort of changing their market-data platform a s

18、econdary consideration to reducing cost.During the year we have worked to meet the needs of our larger global clients.As would be expected with the critical nature of our software,the need to integrate with existing systems and work with client developers whilst conducting extensive testing takes ti

19、me and we should benefit from this work in the coming year.The year has also seen us engage with several prospective clients and embark on proof of concept(PoC)exercises with them.Each new engagement brings new requirement requests which invariably round out our product offerings to create new oppor

20、tunities at existing clients and other prospects alike.The projects being worked on are situated across the globe and consist local and global organisations.For our existing clients we have seen interest in reducing overall market-data costs by exploring the replacement of the major providers with o

21、ur solutions.Our clients appear to have broadened the number of vendors across which cost reductions are being sought which plays to our strengths and flexibility in being able to manage data from multiple vendors and sources including clients internal data.We now also have dedicated sales resources

22、 to oversee our support function whilst increasing our business with existing clients by encouraging greater engagement though our support relationships.At the same time our relationship with the Asia based consultancy has facilitated engagement with several new opportunities.All our integration and

23、 customisation work is very ably supported by our in-house development team.As a result of our increasing engagements,our short term development pipeline envisages Arcontech having the ability to offer a complete market-data platform in the coming months.This will enable us to effect the wholesale r

24、eplacement of other more expensive software platforms rather than at present where we are able to replace a number of core components with one or two remaining.Already a factor in some PoC exercises we anticipate the completion of this development to make our solution a more compelling option.During

25、 the year we have also continued to look for and had discussions with prospective acquisitions,with growth potential and fit being the primary considerations.Whilst those discussions did not progress,we continue to seek the right opportunity.Our staff are a key asset to the Company and have continue

26、d to provide exemplary service and support to our clients.I would like to express my thanks for their continued commitment.With our increased engagement and the encouraging signs from existing clients and prospects alike,we feel optimistic for the year ahead and beyond.Matthew Jeffs Chief Executive

27、ARCONTECH GROUP PLC 4 Strategic Report The Directors present the group strategic report for Arcontech Group plc and its subsidiaries for the year ended 30 June 2024.Principal activities The principal activities of the Company and its subsidiaries during the year were the development and sale of prop

28、rietary software and provision of computer consultancy services.Review of the business and prospects A full review of the operations,financial position and prospects of the Group is given in the Chairmans Statement and Chief Executives Review on pages 2 to 3.Key performance indicators(KPIs)The Direc

29、tors monitor the business using management reports and information,reviewed and discussed at monthly Board meetings.Financial and non-financial KPIs used in this report include:Financial KPIs:Revenue 2,910,232(2023:2,730,172;2022:2,757,795)Measurement:Revenue from sales made to all customers(excludi

30、ng intra-group sales which eliminate on consolidation)Performance:Increase from 2023 with the win of a new customer and an increase in flexible licences from certain customers.Adjusted EBITDA 1,030,898(2023:1,044,522;2022:1,019,478)Measurement:EBITDA before the release of accruals for administrative

31、 costs in respect of prior years,and share-based payments.This is an alternative,non-IFRS performance measure,that is considered relevant as it provides a more accurate reflection of trading performance than EBITDA.The adjusted EBITDA is EBITDA less the amount of accruals for administrative costs re

32、leased as disclosed in the footnote to the Income Statement and share-based payments.The accruals release for 2023 includes a release of 110,000 which is disclosed separately in the Group Statement of Income.Performance:Adjusted EBITDA is flat year-on-year,reflective of both an increase in revenue a

33、nd staff costs Adjusted profit 1,043,054(2023:861,716;2022:601,566)Measurement:Profit after tax and before release of accruals for administrative costs in respect of prior years.This is an alternative,non-IFRS performance measure,that is considered relevant as it provides a more accurate reflection

34、of trading performance than net profit after tax.The adjusted profit is Net profit after tax less the amount of accruals for administrative costs released as disclosed in the footnote to the Income Statement.The accruals release for 2023 includes a release of 110,000 which is disclosed separately in

35、 the Group Statement of Income.Performance:Revenue and interest income increased,partially offset by an increase in staff costs ARCONTECH GROUP PLC 5 Strategic Report(continued)Cash 7,160,177(2023:6,411,241;2022:6,026,468)Measurement:Cash and cash equivalents held at the end of the year Performance:

36、The Group continues to maintain healthy cash balances subject to any exceptional circumstances or acquisition opportunities Earnings per share(basic)7.98p(2023:7.33;2022:4.57p)Measurement:Earnings after tax divided by the weighted average number of shares Performance:Increase due to higher interest

37、income Earnings per share(diluted)7.96p(2023:7.32p;2022:4.56p)Measurement:Earnings after tax divided by the fully diluted number of shares Performance:Increase due to higher interest income Non-financial KPIs:Staff retention rate(net)94%(2023:94%;2022:87%)Measurement:Net retention after adjusting fo

38、r joiners and leavers during the year Performance:Staff morale from our dedicated employees remains strong,reflected in the stable retention rate ESG Arcontech Group plc qualified as a low energy user in the year ending 30 June 2024 and accordingly is not required to disclose energy consumption and

39、Greenhouse Gas emission information.Principal risks and uncertainties The Groups performance is affected by a number of risks and uncertainties,which the Board monitor on an ongoing basis in order to identify,manage and minimise their possible impact.General risks and uncertainties include changes i

40、n economic conditions,interest rate fluctuations and the impact of competition.The Groups principal risk areas and the action taken to mitigate their outcome are shown below:Risk area Nature Mitigation Competition Loss of business due to existing competition or new entrants into the market Ongoing i

41、nvestment in research and development responding to the changing needs of clients to remain competitive Loss of key personnel Inability to execute business plan due to the risk of losing key personnel Employee share option scheme in place Brexit Business made difficult due to increased regulations b

42、etween the UK and Europe caused by Brexit Arcontech is a global company and as such seeks growth across a geographically diverse customer base ARCONTECH GROUP PLC 6 Strategic Report(continued)Relations with shareholders Section 172(1)Statement Promotion of the Company for the benefit of the members

43、as a whole The Directors believe they have acted in the way most likely to promote the success of the Group for the benefit of its members as a whole,as required by s172 of the Companies Act 2006.The requirements of s172 are for the Directors to:Consider the likely consequences of any decision in th

44、e long term;Act fairly between the members of the Company;Maintain a reputation for high standards of business conduct;Consider the interests of the Companys employees;Foster the Companys relationships with suppliers,customers and others;The desirability of the Company maintaining a reputation for h

45、igh standards of business conduct;and Consider the impact of the Companys operations on the community and the environment.Section 172(1)Companies Act 2006 The Board takes decisions with the long term in mind,and collectively and individually aims to uphold the highest standards of conduct.Similarly,

46、the Board understands that the Company can only prosper over the long term if it understands and respects the views and needs of its customers,distributors,employees,suppliers and the wider community in which it operates.A firm understanding of investor needs is also vital to the Companys success.Th

47、e Directors are fully aware of their responsibilities to promote the success of the Company in accordance with Section 172(1)of the Companies Act 2006.The text of Section 172(1)of the Companies Act 2006 has been sent out to each main Board Director.The Board ensures that the requirements are met,and

48、 the interests of stakeholders are considered as referred to elsewhere in this report and through a combination of the following:A rolling agenda of matters to be considered by the Board through the year,which includes an annual strategy review meeting,where the strategic options for the following y

49、ear are developed;At each board meeting,to receive and discuss a report on customers,employees and other colleagues,and investors;Standing agenda points and papers;A review of certain of these topics through the Audit Committee and the Remuneration Committee agenda items referred to in this report;a

50、nd Detailed consideration is given to of any of these factors where they are relevant to any major decisions taken by the Board during the year.The Groups operation is the development and sale of proprietary software and provision of computer consultancy services.The Board has identified its key sta

51、keholders as its customers,shareholders,employees and suppliers.The Board keeps itself appraised of its key stakeholders interests through a combination of both direct and indirect engagement,and the Board has regard to these interests when discharging its duties.The application of the s172 requirem

52、ents can be demonstrated in relation to some of the key decisions made during the year to 30 June 2024:Allocation of the Groups capital in a way which offers significant returns to shareholders in line with the Companys dividend policy,while also ensuring that the Group retains flexibility to contin

53、ue to deploy capital towards profitable growth;Continuation of a hybrid location working format for staff as working environments continue to evolve post Covid-19,while ensuring that the Group continued to deliver both the high level of service and security that our customers depend on without compr

54、omising the health and safety of employees.During the year to 30 June 2024,the Board assessed its current activities between the Board and its stakeholders,which demonstrated that the Board actively engages with its stakeholders and takes their various objectives into consideration when making decis

55、ions.Specifically,actions the Board has taken to engage with its stakeholders over the last twelve months include:ARCONTECH GROUP PLC 7 All Directors attended the 2023 AGM to answer questions and receive additional feedback from investors;The outcome of the AGM is published on the Companys corporate

56、 website;The Board receives regular updates on the views of shareholders through briefings and reports from the executive directors,and the Companys brokers;Arranged meetings with certain stakeholders to provide them with updates on the Companys operational activities and other general corporate upd

57、ates;We discussed feedback from investors and analysts meetings following the release of our annual and half-year announcements.We have an investor relations programme of meetings with existing and potential shareholders;Monitored company culture and engaged with employees on efforts to continuously

58、 improve company culture and morale;and A range of corporate information(including all Company announcements)is also available to shareholders,investors and the public on the Companys corporate website:.The Board believes that appropriate steps and considerations have been taken during the year so t

59、hat each Director has an understanding of the various key stakeholders of the Company.The Board recognises its responsibility to contemplate all such stakeholder needs and concerns as part of its discussions,decision-making,and in the course of taking actions,and will continue to make stakeholder en

60、gagement a top priority in the coming years.Approved on behalf of the board on 30 August 2024 by:Matthew Jeffs Chief Executive ARCONTECH GROUP PLC 8 Board of Directors Directors Executive Matthew Jeffs(Chief Executive Officer)Matthew was appointed Chief Executive Officer in April 2013.Matthew spent

61、10 years with Barclays International,10 years with Dow Jones and then 6 years with Reuters in a variety of senior roles.In addition to the UK,he has wide experience in the Asia Pacific region,working in Hong Kong,Japan,Korea(where he was country manager for Reuters and country representative for Dow

62、 Jones),Thailand and Vietnam.In his most recent role,Matthew was the Managing Director,ICS International at Broadridge Financial Solutions where he was responsible for the overall management of the Global Proxy business with offices in the U.K.,U.S.,Japan,Australia and India.Matthew has an MBA from

63、Buckinghamshire Business School.Directors Non-Executive Geoff Wicks(Chairman)Geoff was appointed Non-Executive Director in July 2020,and Chairman and in September 2020.Geoff was most recently Chairman of ULS Technology plc(now Smoove PLC),the provider of online technology platforms for the UK convey

64、ancing and financial intermediary markets.Prior to this,he was CEO of Group NBT plc,a specialist in online brand protection and digital asset management,from 2001 until he led the sale of the business to HGCapital in 2011.He remained part of the Group NBT business,now renamed NetNames,as a non-execu

65、tive director until 2013.Geoff spent much of his earlier career at Reuters,including heading divisions in the UK,France and Nordic regions and latterly was director of corporate communications.Prior to Reuters,Geoff worked in the banking and insurance industries.Raj Nagevadia Raj was appointed Non-E

66、xecutive Director in October 2022.Raj is the current Chief Financial Officer(CFO)of Bfinance,a financial services consultancy,and holds a wealth of experience in financial managerial roles across the technology sector,primarily as a CFO.Prior to Bfinance,Raj was CFO of SecureData Europe,a cyber secu

67、rity management service,where he oversaw a broad range of acquisitions.Before this,Raj was CFO of NetNames(formerly Group NBT),the AIM quoted internet services provider,for over 10 years.Here,Raj managed the companys acquisition strategy as well as aiding in the sale of the Company to Hg Capital in

68、2011.ARCONTECH GROUP PLC 9 Corporate Governance Corporate governance report This Corporate Governance Report forms part of the Directors Report.The Directors recognise the importance of,and are committed to,high standards of corporate governance.Of the two widely recognised formal codes,the director

69、s have decided to adhere to the Quoted Companies Alliances Corporate Governance(“QCA”)code.The Groups compliance with this code is summarised below and can be found in full on the Groups website at:https:/ The Directors are aware that the new QCA code has been released and the Company will comply fo

70、r the coming accounting period.The working of the Board and its Committees At 30 June 2024,the Board comprised two Non-Executive Directors,one of whom is the Chairman,and one Executive Director.The Board is responsible to the shareholders for the proper management of the Group.It meets regularly to

71、review financial and non-financial performance.Matters for review by the Board are circulated before the Board Meetings.All of the Directors are subject to election at the first Annual General Meeting following their appointment and to re-election at least once every three years.The Chairman and Non

72、-executive Director have other third-party commitments including directorships of other companies.The Company is satisfied that these commitments have no significant impact on their ability to carry out their responsibilities effectively.All Directors have access to the advice and services of the Co

73、mpany Secretary,who is responsible to the Board for ensuring that Board procedures are followed,and that applicable rules and regulations are complied with.In addition,the Company Secretary will ensure that the Directors receive appropriate training as necessary.All Directors are supplied with infor

74、mation in a timely manner in a form,and of a quality,appropriate to enable them to discharge their duties.During the year,certain Directors who were not Committee members attended meetings of the Audit Committee and Remuneration Committee by invitation.These details have not been included in the tab

75、le.Board meeting attendance Board Meeting Audit Committee Remuneration Committee Nomination Committee Executive Directors Matthew Jeffs 10/10 2/2 N/A 0/0 Non-Executive Directors Geoff Wicks(Independent)Raj Nagevadia(Independent)10/10 10/10 2/2 2/2 3/3 3/3 0/0 0/0 Board performance The Company has a

76、formal process of annual performance evaluation for the Board,its Committees and individual Directors.The Board and its Committees are satisfied that they are operating effectively.A performance evaluation of the Board,its Committees and individual Directors is conducted annually via an internal pee

77、r review between Directors.ARCONTECH GROUP PLC 10 Corporate Governance(continued)Corporate governance report(continued)The review is based on key areas,to include Board composition,information,process,internal control,accountability,CEO and top management and standards of conduct.The areas are score

78、d by all members,reviewed by the Chairman and Company Secretary and compared against the previous evaluation.Lower scores are discussed.The Company has Directors and officers liability insurance in place.Committees The following committees deal with the Groups affairs:Audit Committee Details of the

79、Audit Committee are given in its Report on pages 11-12.Remuneration Committee Details of the Remuneration Committee are given in its Report on pages 13-19.This includes details of the Directors remuneration,interest in shares,interest in share options,and service contracts.No Director is involved in

80、 decisions about their own remuneration.Nomination Committee The Nomination Committee assists the Board in discharging its responsibilities relating to the composition and make-up of the Board and any committees of the Board.It is also responsible for periodically reviewing the Boards structure and

81、identifying potential candidates to be appointed as Directors or committee members as the need may arise.The Nomination Committee is responsible for evaluating the balance of skills,knowledge and experience and the size,structure and composition of the Board and committees of the Board,retirements a

82、nd appointments of additional and replacement Directors and committee members and will make appropriate recommendations to the Board on such matters.The Nomination Committee is chaired by Geoff Wicks.Raj Nagevadia is the other committee member.The Nomination Committee is mandated to meet not less th

83、an once a year.There was no meeting of the Nominations Committee for the year under review as the Board made the collective decision that with Non-Executive Director appointments and retirements in 2022 and 2023 respectively,combined with the experience and skill-sets of the existing Directors,that

84、the Board was able to fulfil its duties through to the end of the reporting period with its existing composition.It is the intention of the Nominations Committee to meet during the current reporting period.Geoff Wicks Chairman and Non-Executive Director 30 August 2024 ARCONTECH GROUP PLC 11 Corporat

85、e Governance(continued)Audit Committee report The Audit Committee is responsible for ensuring that the financial position of the Group is properly monitored.The Audit Committee generally meets twice a year and the Finance Director of the trading subsidiary,appointed to lead the finance function,also

86、 attends by invitation.The Committee meets with the Group&Company Independent Auditor(“Auditor”)at least twice during the annual year-end audit and has direct access to the Auditor at any time throughout the year.At 30 June 2024,the members of the Audit Committee were:Raj Nagevadia(Chairman)Geoff Wi

87、cks Matthew Jeffs Objectives and responsibilities The role of the Audit Committee is to primarily monitor the Groups financial statements,the effectiveness of financial controls and systems and to oversee the relationship with external auditors.Activities of the Audit Committee during the year The A

88、udit Committee focuses on financial reporting and the statutory audit,and the assessment of internal controls.The Committee reviewed the treasury mandate to ensure achieving a market rate of return on existing cash balances,and banking relationships to ensure that appropriate day-to-day banking faci

89、lities were in place to support its ability to execute operational activities.Financial reporting and statutory audit The Audit Committee reviews the half year and annual financial statements with emphasis on:-the overall truth and fairness of the results and financial position;-the transparency and

90、 understandability of the accounts for users;-the appropriateness of the accounting policies;-the resolution of managements significant accounting judgements or of matters raised by the external auditors;-the quality of the Annual Report as a whole.The Audit Committee considers that the Annual Repor

91、t taken as a whole is fair,balanced and understandable.Accounting policies,practices and judgements Issue Action Accounting policies The Committee reviewed and discussed the significant accounting policies with management and the external auditor and reached the conclusion that each policy was appro

92、priate to the Group.Going concern review The Committee considered the ability of the Group to operate as a Going Concern considering cash flow forecast for the 12 months from the date of signing this report,and milestone achievements.It was determined by the Committee that it was reasonable to expec

93、t that the Group has or will have sufficient funds for the next 12 months and that it was appropriate for the Financial Statements to be prepared on a going concern basis.ARCONTECH GROUP PLC 12 Corporate Governance(continued)Audit Committee report(continued)Issue Action Review of audit and non-audit

94、 services and fees The external auditor is not engaged by the Group to carry out any non-audit work in respect of which it might,in the future,be required to express an audit opinion.The Committee reviewed the fees charged for the provision of audit and non-audit services and determined that they we

95、re in line with fees charged to companies of similar size and stage of development.The Committee considered and was satisfied the external auditors assessment of its own independence.Internal audit The Group does not have internal auditors as the Audit Committee considers that it is not yet of a siz

96、e or complexity to necessitate this.Raj Nagevadia Audit Committee Chairman 30 August 2024 ARCONTECH GROUP PLC 13 Corporate Governance(continued)Remuneration Committee report Dear shareholder I am pleased to introduce the Directors Remuneration Report for the year ended 30 June 2024.The Chairmans Sta

97、tement on page 2 provides a summary of the progress the Group has made during the financial year.The Remuneration Committee is committed to structuring executive remuneration that supports the Groups strategy and performance and to help it grow profitably.The Remuneration Committee is appointed by t

98、he Board and comprises the two independent Non-Executive Directors.Short-term performance is incentivised by an annual bonus scheme based on the achievement of certain financial performance targets.Long-term performance is incentivised by the Groups Share Option Scheme.Directors Remuneration Policy

99、This part of the Directors Remuneration Report sets out the Groups remuneration policy.Policy on Executive Remuneration The Groups remuneration policy is designed to ensure that the Company is able to attract,motivate and retain executives and senior management to promote long-term success.The reten

100、tion of key management and the alignment of management incentives with the creation of shareholder value are key objectives of this policy.The Remuneration Committee seeks to ensure that salaries are market competitive for similar companies.Key elements of Remuneration Remuneration Purpose Operation

101、 Potential Performance element remuneration metrics Base salary To attract and retain Reviewed annually,The CEOs base salary Not applicable.Key executives.Effective from 1 January/was last reviewed on:1 July.The review considers:1 July 2022 and -Role,experience was increased by 5%to and performance;

102、183,750-Average workforce salary adjustments.Salaries are benchmarked Against companies of similar size and sector.ARCONTECH GROUP PLC 14 Corporate Governance(continued)Remuneration Committee report(continued)Key elements of Remuneration(continued)Remuneration Purpose Operation Potential Performance

103、 element remuneration metrics Benefits To attract and retain An Executive Director Premiums vary from Not applicable.Key executives.Is entitled to year to year.The participate in the Remuneration Companys life Committee monitors and medical insurance the overall cost of the schemes.Benefits package.

104、Pension To attract and retain The Executive Directors The Company contributes Not applicable.Key executives.(together with all other 3%per eligible staff)are entitled annum of basic salary into to participate in the the scheme.Companys workplace Executive Directors are pension scheme.Able to request

105、 that the Company,at the discretion of the Remuneration Committee,makes additional contributions where salary or bonus has been waived.During the year the company made pension contributions of 5,512(2023:5,513).Annual bonus To incentivise the Performance is measured The CEOs maximum Any bonus is ach

106、ievement of the on an annual basis for capped bonus potential discretionary and companys annual each financial year.is 150%of salary.Subject to financial and strategic achievement against targets.Targets are established at targets set by the the beginning of each Remuneration financial year.At the e

107、nd Committee.Of the year the Remuneration Committee The Remuneration determine the extent to Committee has which these have been discretion to adjust achieved.The bonus to ensure alignment of pay Bonuses are paid in cash with the performance and/or pension of the business in the contributions financ

108、ial year.Share Option Scheme To motivate and facilitate Options to acquire shares The number of shares The Remuneration share ownership.May be granted to eligible in respect of which Committee may employees at the options can be impose certain discretion of the granted is limited in any performance

109、Remuneration.Financial year to shares conditions on any Committee with a market value of option preventing its no more than 100%of exercise unless such salary.Conditions have been satisfied.ARCONTECH GROUP PLC 15 Corporate Governance(continued)Remuneration Committee report(continued)Key elements of

110、Remuneration(continued)Remuneration Purpose Operation Potential Performance element remuneration metrics Chairman and To attract and retain The Chairman and Details of the fees Not applicable.Non-Executive Non-Executive Non-Executive currently payable are set Directors Directors of the Directors out

111、 in the Annual Report right calibre.Remuneration on Remuneration.The comprises fees fees are reviewed and share options.Periodically taking into account the time The Chairmans fee is commitment and approved by the Board responsibilities involved on the recommendation and fees paid by other of the No

112、n-Executive companies of comparable Director and Executive size and complexity.Directors.Fees for the Non-Executive Directors are approved by the Board on the recommendation of the Chairman and Executive Directors.The Chairman and Non-Executive Directors are not involved in any discussion or decisio

113、n about their own remuneration.The Chairman and Non-Executive Directors are entitled to be reimbursed for reasonable expenses.Alignment of Executive Remuneration and the Market The Remuneration Committee takes advantage of various annual AIM Directors Remuneration reports as well as available data a

114、bout similar companies.The Company aims to ensure that Directors salaries are set at a level sufficient to ensure there is significant incentive and regard for better than average long-term results.Consideration of Employee Pay The Remuneration Committee takes account of pay and conditions of employ

115、ees throughout the Group when setting pay and benefits for Executive Directors.The Company endeavours to provide competitive remuneration packages for all employees.Employees may be eligible to participate in the Share Option Scheme at the discretion of the Remuneration Committee.The Company does no

116、t consult directly with its employees as part of the process for determining Executive pay.Policy on recruitment When appointing new Executive Directors,the Remuneration Committee will consider their remuneration by reference to the Remuneration Policy set out in this Report.The Remuneration Committ

117、ee would not usually expect to pay sign-on payments or compensate new Directors for any variable remuneration forfeited from any employment prior to joining the Board other than in exceptional circumstances,recognising that the Company needs to attract appropriately skilled and experienced individua

118、ls.ARCONTECH GROUP PLC 16 Corporate Governance(continued)Remuneration Committee report(continued)Policy on recruitment(continued)Salary and annual bonus will be set so as to be competitive with comparable companies and also taking into account the experience,seniority and responsibility of the appoi

119、ntee coming into the new role.New Executive Directors will receive benefits and pension contributions in line with the Companys existing policy and to participate in the annual bonus scheme on a pro-rated basis for the portion of the financial year for which they are in post.Policy on Loss of Office

120、 Executive Directors leaving employment from the Group,other than in circumstances of gross misconduct or incompetence,serious dishonesty or wilful neglect of duty(in which cases no amount will be payable),will be entitled to receive salary in accordance with their notice periods and pro-rated annua

121、l bonus to the date of leaving.The notice periods and the contractual rights on termination of each Director are set out below.The Companys Employee Share Option Scheme also provides leaver provisions as follows:An Executive Director who ceases to be a Director or employee of the Group by reason of

122、death,retirement,ill-health,injury or disability,redundancy or the sale of the company for which he works will be a good leaver.As such they will be permitted to exercise their options.Where the cessation is on any other grounds the awards will lapse on the date of cessation,unless the Remuneration

123、Committee determines at its discretion prior to the date of cessation that the awards shall vest.Share option awards held by good leavers that are already capable of being exercised at the date of cessation may,at the discretion of the Remuneration Committee,be exercised up to 12 months of the leavi

124、ng date(depending on the reason for leaving).If the good leaver ceases to be an employee or Director before the end of the third anniversary of the grant of the award it may,at the discretion of the Remuneration Committee,be allowed to vest on the normal vesting date.External appointments It is the

125、Boards policy to allow Executive Directors to accept directorships of other quoted and non-quoted companies provided that they have obtained the consent of the Chairman of the group.Any such directorships must be formally notified to the Board.Policy on Non-Executive Director Remuneration The remune

126、ration of the Chairman and the other Non-Executive Director comprises fees that are paid via the payroll.The Non-Executive Directors no longer participate in the Companys Share Option Scheme.Fees are reviewed annually.The Non-Executive Directors are not involved in any decisions about their own remu

127、neration.No additional fees are payable to the chairmen of the Audit and Remuneration Committees.ARCONTECH GROUP PLC 17 Corporate Governance(continued)Remuneration Committee report(continued)Directors Service Agreements Executive Directors Service Agreements Matthew Jeffs Date of service agreement 2

128、9 April 2013 Notice period 3 months notice given by either party Basic salary Currently 183,750 reviewed annually Annual bonus Discretionary performance related Benefits Participation in the Companys life assurance and medical insurance schemes Share schemes Eligible to participate in Company share

129、schemes Pension contributions Currently 3%of basic salary contributed by the Company into the Companys workplace pension scheme Termination payments The Company has discretion to pay a payment in lieu of notice to terminate the employment forthwith in the event of notice being given Non-Executive Di

130、rectors Letters of Appointment The Non-Executive Directors have Letters of Appointment stating that their appointment is for an initial term up until they are required to retire by rotation.The Letters of Appointment provide for termination of the appointment on three months notice by either party.T

131、he current Non-Executive Directors appointments commenced on the following dates:Geoff Wicks 20 July 2020 Raj Nagevadia 26 October 2022 Annual Report on Remuneration Introduction The Annual Report on Remuneration sets out information about the remuneration of the Directors of the Company for the yea

132、r ended 30 June 2024.Remuneration Committee The Remuneration Committee consisted of the following Directors at 30 June 2024:Geoff Wicks,Independent Non-Executive Director and Chairman of the Board Raj Nagevadia(Chairman),Independent Non-Executive Director Role of the Remuneration Committee The Remun

133、eration Committee assists the Board in determining the remuneration and benefits package for the Executive Directors.Activities of the Remuneration Committee during the year The Remuneration Committee meets whenever it is appropriate.The committee met two times in the current year.In addition to agr

134、eeing the remuneration report and reviewing the remuneration of the Executive Directors,the award of share options to Directors and Employees was approved.ARCONTECH GROUP PLC 18 Corporate Governance(continued)Remuneration Committee report(continued)Directors Remuneration The detailed emoluments of t

135、he Executive and Non-Executive Directors are set out below.Year ended 30 June 2024 Salary/fees Benefits Bonus Pension Total Chairman and Non-Executive Directors Geoff Wicks(Chairman)32,500-32,500 Raj Nagevadia 25,000-25,000 Total Non-Executive 57,500-57,500 Executive Directors Matthew Jeffs 183,750

136、3,185 77,930 5,512 270,377 Total Executives 183,750 3,185 77,930 5,512 270,377 Total Remuneration 241,250 3,185 77,930 5,512 327,877 Analysis of bonuses&pension:Accrued Paid Paid Total as cash as pension Directors Matthew Jeffs Year ended 30 June 2023-5,513 5,513 Year ended 30 June 2024 77,930-5,512

137、 83,442 Year ended 30 June 2023 Salary/fees Benefits Bonus Pension Total Chairman and Non-Executive Directors Geoff Wicks(Chairman)32,500-32,500 Raj Nagevadia 17,628-17,628 Louise Barton 16,154-16,154 Total Non-Executive 66,282-66,282 Executive Directors Matthew Jeffs 184,049 2,552-5,513 192,114 Tot

138、al Executives 184,049 2,552-5,513 192,114 Total Remuneration 250,331 2,552-5,513 258,396 No bonuses were awarded to Directors during the financial year ended 30 June 2023.ARCONTECH GROUP PLC 19 Corporate Governance(continued)Remuneration Committee report(continued)Directors Remuneration(Continued)Di

139、rectors share interests The number of ordinary shares of the Company in which the Directors were beneficially interested at 30 June 2024 was:Director 30 June 2024 30 June 2023 Geoff Wicks-Raj Nagevadia-Matthew Jeffs 935,000 935,000 Directors share options interests Director At 1 July 2023 Granted La

140、psed At 30 June 2024 Exercise Normal exercise price period Geoff Wicks 30,000-30,000 164.50 pence 30 Jun 23 2 Oct 30 Matthew Jeffs 100,000 -100,000 110.00 pence 30 Jun 21 29 Jun 28 50,000-50,000 130.50 pence 30 Jun 24 11 Oct 31 50,000-50,000 76.50 pence 30 Jun 25 21 Oct 32 There are no performance c

141、onditions on the exercise of the options granted prior to 1 July 2018.There were no options granted during the year to 30 June 2024.*Fully diluted earnings will be based on:(a)the Companys pre-tax profit excluding exceptional items and the share option charge and(b)the current UK corporation tax rat

142、e of 19%,such that the fully diluted earnings calculation takes no account of R&D and deferred tax credits.For the purposes of the fully diluted earnings calculation,the applied rate of corporation tax will remain constant at 19%irrespective of any current or future changes to corporation tax.Raj Na

143、gevadia Remuneration Committee Chairman 30 August 2024 ARCONTECH GROUP PLC 20 Directors Report The Directors present their Report and financial statements for the year ended 30 June 2024.General information Arcontech Group plc is a public limited company which is listed on the AIM market of the Lond

144、on Stock Exchange and is incorporated in the United Kingdom.Results and dividends Details of the results for the year are given on page 28.The Directors recommend the payment of a final dividend of 3.75 pence per ordinary share(2023:3.5 pence per share)to be paid on 1 November 2024 to ordinary share

145、holders on the register on 4 October 2024 501,480(2023:468,048).Directors The Directors who have held office during the period from 1 July 2023 to the date of this report are as follows:Geoff Wicks Matthew Jeffs Raj Nagevadia Refer to pages 18-19 for details of the remuneration paid to each Director

146、 for the years to 30 June 2024 and 2023.Matthew Jeffs,who retires by rotation under Article 106 of the Companys articles of association and,who being eligible,offers himself to be re-elected as a Director of the Company.Except as disclosed in note 23 to the financial statements none of the Directors

147、 had an interest in any contracts with the Company or its subsidiaries during the year.Employees The Directors recognise the importance of good communication with employees to ensure a common awareness of factors affecting the Group.They also recognise their statutory responsibilities.Matters of cur

148、rent concern or interest are discussed with staff on a regular basis.Internal control The Directors acknowledge their responsibilities for the Groups system of internal control.The Board considers major business and financial risks.All strategic decisions are referred to the Board,which meets monthl

149、y,for approval.Accepting that no system of control can provide absolute assurance against material misstatement or loss,the Directors believe that the established systems of internal control within the Group are appropriate to the business.Future developments Interest in our products is higher than

150、we have seen for some time and we are optimistic that this will drive future revenue growth over the coming years.Financial risk management The Groups financial instruments comprise cash and cash equivalents,and items such as trade payables and trade receivables,which arise directly from its operati

151、ons.The main risks arising from the Groups financial instruments are interest rate fluctuations and liquidity risk.Refer to Note 25 for further detail on the Groups financial instruments and risk exposures.It is the Groups policy to finance its operations through a mixture of cash and,where appropri

152、ate,external finance and to review the projected cash flow requirements of the Group with an acceptable level of risk exposure.ARCONTECH GROUP PLC 21 Directors Report(continued)Going concern On the basis of current projections and having regard to the Groups existing cash reserves,the Directors cons

153、ider that the Group has adequate resources to continue in operational existence for the foreseeable future.Accordingly,the Directors have adopted the going concern basis in the preparation of the financial statements(Refer to Note 1).Research and Development The Group continues to make progress in p

154、roduct development,while continuing to keep control of costs.Research and development expenditure is charged to the income statement in the year incurred,unless it meets the capitalisation criteria under IAS 38.Directors and Officers Liability Insurance Directors and Officers liability insurance is

155、in place at the date of this report.The Board remains satisfied that an appropriate level of cover is in place and a review of cover takes place annually.Disclosures to auditors In the case of each of the persons who are Directors at the time when the report is approved,the following applies:-so far

156、 as each of the Directors are aware,there is no relevant audit information of which the Companys auditors are unaware;and -each of the Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish th

157、at the Companys auditors are aware of that information.This information is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.Independent Auditors A resolution to re-appoint PKF Littlejohn LLP will be proposed at the annual general meeting.On behalf o

158、f the Board Matthew Jeffs Chief Executive 30 August 2024 ARCONTECH GROUP PLC 22 Statement of Directors Responsibilities The Directors are responsible for preparing the Strategic Report,Directors Report and the financial statements in accordance with applicable UK law and regulations.Company law requ

159、ires the Directors to prepare financial statements for each financial year.Under that law the Directors have elected to prepare the financial statements in accordance with UK-adopted international accounting standards(UK IAS)and as regards the company financial statements,as applied in accordance wi

160、th the requirements of the Companies Act 2006.Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the group and of the profit or loss of the group for that period.In prep

161、aring these financial statements,the Directors are required to:-select suitable accounting policies and then apply them consistently;-make judgments and accounting estimates that are reasonable and prudent;-state whether they comply with UK-adopted international accounting standards,subject to any m

162、aterial departures disclosed and explained in the financial statements;and-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.The Directors are responsible for keeping adequate accounting records that are suffici

163、ent to show and explain the companys transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006.They are also responsible for safeguarding the assets of the company an

164、d the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.The Directors are responsible for ensuring that they meet their responsibilities under the AIM rules.The Directors are responsible for the maintenance and integrity of the corporate a

165、nd financial information included on the companys website.Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.ARCONTECH GROUP PLC 23 Independent Auditors Report to the members of Arcontech Group PLC

166、Opinion We have audited the financial statements of Arcontech Group plc(the parent company)and its subsidiaries(the group)for the year ended 30 June 2024 which comprise the Group Income Statement and Statement of Comprehensive Income,the Statements of Changes in Equity,the Statements of Financial Po

167、sition,the Group Statement of Cash Flows,the Company Statement of Cash Flows and notes to the financial statements,including significant accounting policies.The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standard

168、s and as regards the parent company financial statements,as applied in accordance with the provisions of the Companies Act 2006.In our opinion:the financial statements give a true and fair view of the state of the groups and of the parent companys affairs as at 30 June 2024 and of the groups profit

169、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 UK-adopted international accounting standards and as applied in a

170、ccordance with the provisions of the Companies Act 2006;and the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.Basis for opinion We conducted our audit in accordance with International Standards on Auditing(UK)(ISAs(UK)and applicable law.Our res

171、ponsibilities under those standards are further described in the Auditors responsibilities for the audit of the financial statements section of our report.We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial st

172、atements in the UK,including the FRCs Ethical Standard as applied to listed public interest entities,and we have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

173、 our opinion.Conclusions relating to going concern In auditing the financial statements,we have concluded that the directors use of the going concern basis of accounting in the preparation of the financial statements is appropriate.Our evaluation of the directors assessment of the groups and parent

174、companys ability to continue to adopt the going concern basis of accounting included a review of key inputs to the forecast financial information prepared by management for the period up to 30 September 2025,managements assessment of going concern,and relevant post year end information such as regul

175、atory news announcements and year to date financial information.We have challenged the applicable assumptions and key estimates and obtained an understanding of the key assumptions used to prepare this information as follows:Agreeing inputs(including contracted and committed expenditures)to underlyi

176、ng supporting documentation;Ensuring the calculations applied in the forecasts are mathematically accurate;Comparison of forecasts with recent historical financial information to consider accuracy of forecasting;Comparing forecasts to actual post-year end cash levels through agreement to bank statem

177、ents;and Stress-testing the forecasts to consider the impact of reasonably possible changes to key assumptions such as revenue projections and operational costs.Based on the work we have performed,we have not identified any material uncertainties relating to events or conditions that,individually or

178、 collectively,may cast significant doubt on the groups or parent companys 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 con

179、cern are described in the relevant sections of this report.ARCONTECH GROUP PLC 24 Independent Auditors Report to the members of Arcontech Group PLC(continued)Our application of materiality Materiality Performance Materiality Basis for materiality Group 58,200(2023:54,000)Company 57,600(2023:53,400)G

180、roup 43,650 (2023:40,500)Company 43,200 (2023:40,050)2%of revenue;performance materiality at 75%2%of gross assets(capped below group materiality);performance materiality at 75%We consider revenue to be the most significant determinant of the groups financial position and performance used by sharehol

181、ders as this drives profitability.The going concern of the group is dependent on its ability to continue to generate profits through revenue growth.We consider net assets to be the key determinant of the parent companys financial position as its underlying value is derived from the recoverability of

182、 its investment in the main trading subsidiary,Arcontech Limited.An asset basis for the parent company is considered most appropriate given this entity is not revenue generating but holds key assets including cash and investments in subsidiaries.Whilst materiality for the group financial statements

183、as a whole was set at 58,200(2023:54,000),materiality for the two significant components was set at a level of 57,600(2023:53,400)with performance materiality set at 75%(2023:75%)for group and both components,a threshold considered appropriate for a group of this size and inherent risk profile.We ap

184、plied the concept of materiality both in planning and performing our audit,and in evaluating the effect of misstatements.We agreed with the audit committee that we would report to the committee all audit differences identified during the course of our group audit in excess of 2,910(2023:2,700)as wel

185、l as differences below these thresholds that,in our view,warranted reporting on qualitative grounds,as well as disclosure matters that we identified when assessing the overall presentation of the financial statements.We applied the concept of materiality both in planning and performing our audit,and

186、 in evaluating the effect of misstatement.Materiality is reassessed throughout the audit.The materiality threshold for both the group and the parent company has not changed since the audit planning stage.Our approach to the audit In designing our audit,we determined materiality and assessed the risk

187、 of material misstatement in the financial statements.In particular,we looked at areas requiring the directors to make subjective judgements,for example in respect of assessing the carrying value and recoverability of investments in subsidiaries(including intragroup receivables)at parent company lev

188、el and goodwill at group level,the valuation of share-based payments,recoverability of deferred tax assets and the consideration of future events that are inherently uncertain.We also addressed the risk of management override of internal controls,including evaluating whether there was evidence of bi

189、as by the directors that represented a risk of material misstatement due to fraud.We considered revenue recognition to be a key audit matter and designed our audit procedures to address the risk of misstatement of revenue,including consideration of key contractual terms within customer agreements an

190、d whether recognition is therefore in accordance with IFRS 15 Revenue from Contracts with Customers.An audit was performed on the financial information of the groups significant operating components which,for the year ended 30 June 2024,were located in the United Kingdom.All work was performed by PK

191、F Littlejohn LLP in London.We identified what we considered to be key audit matters in the next section and planned our audit approach accordingly.Key audit matters Key audit matters are those matters that,in our professional judgment,were of most significance in our audit of the financial statement

192、s of the current period and include the most significant assessed risks of material misstatement(whether or not due to fraud)we identified,including those which had the greatest effect on:the overall audit strategy,the allocation of resources in the audit;and directing the efforts of the engagement

193、team.These matters were addressed in the context of our audit of the financial statements as a whole,and in forming our opinion thereon,and we do not provide a separate opinion on these matters.ARCONTECH GROUP PLC 25 Independent Auditors Report to the members of Arcontech Group PLC(continued)Key Aud

194、it Matter How the scope of our audit responded to the key audit matter Revenue recognition(see Note 1 Revenue Recognition policy)The group generates sales from the licensing of its proprietary software,which delivers real time market data information tailored to customer requirements,as well as supp

195、ort and maintenance services.Under IFRS 15 Revenue from Contracts with Customers,a key consideration for the Group is whether the performance obligation/s within their licensing arrangements are met at a point in time or over time.As certain revenue streams can be recognised at a point in time whils

196、t others have to be recognised over time,and the identification of the differing contract types and obligations therein is judgemental,there is a risk that revenue is materially misstated and the terms of the contracts with customers including the performance obligations therein have not been approp

197、riately accounted for in accordance with IFRS 15.Given the audit time spent in this area,and the management judgement required in the identification of the differing contract types and obligations therein,revenue recognition is considered to be a key audit matter.Our work in this area included:Updat

198、ing our documentation of the systems and controls in place surrounding its one material revenue stream,being fees from fixed and flexible licences and related support and maintenance services;Performing a walkthrough test to confirm our understanding of the internal control environment in operation

199、surrounding revenue;Reviewing the accounting treatment in respect of revenue recognition in accordance with IFRS 15 by reference to key contractual terms and concluding as to the appropriateness of the accounting treatment;Substantive transactional testing of income recognised in the financial state

200、ments,including testing of deferred and accrued income balances;Reviewing post year end receipts to ensure completeness of income recorded in the accounting period;and Review of disclosures surrounding revenue in the financial statements to ensure compliance with IFRS 15.Other information The other

201、information comprises the information included in the annual report,other than the financial statements and our auditors report thereon.The directors are responsible for the other information contained within the annual report.Our opinion on the group and parent company financial statements does not

202、 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 fi

203、nancial statements or our knowledge obtained in the course of the audit,or otherwise appears to be materially misstated.If we identify such material inconsistencies or apparent material misstatements,we are required to determine whether this gives rise to a material misstatement in the financial sta

204、tements themselves.If,based on the work we have performed,we conclude that there is a material misstatement of this other information,we are required to report that fact.We have nothing to report in this regard.ARCONTECH GROUP PLC 26 Independent Auditors Report to the members of Arcontech Group PLC(

205、continued)Opinions on other matters prescribed by the Companies Act 2006 In our opinion the part of the directors remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.In our opinion,based on the work undertaken in the course of the audit:the informat

206、ion 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.Matters

207、on which we are required to report by exception In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit,we have not identified material misstatements in the strategic report or the directors report.We have nothing

208、to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if,in our opinion:adequate accounting records have not been kept by the parent company,or returns adequate for our audit have not been received from branches not visited by us;or th

209、e parent company financial statements and the part of the directors remuneration report to be audited are not in agreement with the accounting records and returns;or certain disclosures of directors remuneration specified by law are not made;or we have not received all the information and explanatio

210、ns we require for our audit.Responsibilities of directors As explained more fully in the Statement of directors responsibilities,the directors are responsible for the preparation of the group and parent company financial statements and for being satisfied that they give a true and fair view,and for

211、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 group and parent company financial statements,the directors are responsible for assessing the groups

212、 and the parent companys ability to continue as a going concern,disclosing,as applicable,matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations,or have no realistic altern

213、ative but to do so.Auditors responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,whether due to fraud or error,and to issue an auditors report that includes o

214、ur 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

215、,they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.ARCONTECH GROUP PLC 27 Independent Auditors Report to the members of Arcontech Group PLC(continued)Irregularities,including fraud,are instances of non-compliance with laws

216、 and regulations.We design procedures in line with our responsibilities,outlined above,to detect material misstatements in respect of irregularities,including fraud.The extent to which our procedures are capable of detecting irregularities,including fraud is detailed below:We obtained an understandi

217、ng of the group and parent company and the sector in which they operate to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements.We obtained our understanding in this regard through discussions with management and industry experience.We a

218、lso selected a specific audit team based on experience with auditing entities within this industry facing similar audit and business risks.We determined the principal laws and regulations relevant to the group and parent company in this regard to be those arising from:o Companies Act 2006;o AIM Rule

219、s;o UK employment law;and o UK tax laws and regulations We designed our audit procedures to ensure the audit team considered whether there were any indications of non-compliance by the group and parent company with those laws and regulations.These procedures included,but were not limited to:o Making

220、 enquiries of management regarding potential instances of non-compliance;o Reviewing Board minutes during the year and post-year end;o Reviewing the legal and professional fee ledger accounts;and o Reviewing Regulatory News Service announcements during the year and post-year end.We also identified t

221、he risks of material misstatement of the financial statements due to fraud.Aside from the non-rebuttable presumption of a risk of fraud arising from management override of controls,we also considered there to be a risk of fraud related to revenue recognition.This has been addressed as described with

222、in the Key audit matters section above.As in all of our audits,we addressed the risk of fraud arising from management override of controls by performing audit procedures which included,but were not limited to:the testing of journals,reviewing accounting estimates for evidence of bias;and evaluating

223、the business rationale of any significant transactions that are unusual or outside the normal course of business.Because of the inherent limitations of an audit,there is a risk that we will not detect all irregularities,including those leading to a material misstatement in the financial statements o

224、r non-compliance with regulation.This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements,as we will be less likely to become aware of instances of non-compliance.The risk is also greater regarding irregul

225、arities occurring due to fraud rather than error,as fraud involves intentional concealment,forgery,collusion,omission or misrepresentation.A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Councils website at:www.frc.org.uk/

226、auditorsresponsibilities.This description forms part of our auditors report.Use of our report This report is made solely to the companys 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 companys membe

227、rs those matters we are required to state to them in an auditors 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 companys members as a body,for our audit work,for this report,or for the opinions

228、 we have formed.Imogen Massey(Senior Statutory Auditor)15 Westferry Circus For and on behalf of PKF Littlejohn LLP Canary Wharf Statutory Auditor London E14 4HD 30 August 2024 ARCONTECH GROUP PLC 28 Group Income Statement and Statement of Comprehensive Income For the year ended 30 June 2024 Note 202

229、4 2023 Revenue 3 2,910,232 2,730,172 Administrative costs (2,040,541)(1,924,962)Operating profit 4 869,691 805,210 Net finance income 5 229,268 70,486 Changes in estimated variable remuneration liability 2 -110,000 Profit before taxation 1,098,959 985,696 Taxation 9 (31,302)(5,587)Profit for the yea

230、r after tax 1,067,657 980,109 Total comprehensive income for the year 1,067,657 980,109 Earnings per share(basic)10 7.98p 7.33p Adjusted*Earnings per share(basic)10 7.80p 6.44p Earnings per share(diluted)10 7.96p 7.32p Adjusted*Earnings per share(diluted)10 7.78p 6.43p *Adjusted to exclude the relea

231、se of accruals for administrative costs of 24,603(2023:118,393,which included the 110,000 shown in the comparative above in respect of estimated variable remuneration liability releases in respect of prior years).This is a non-IFRS alternative performance measure that the Board considers to be a mor

232、e accurate indicator of underlying trading performance.This measure has been adopted as a KPI and is disclosed in the Strategic Report on page 4.All of the results relate to continuing operations.There was no Other Comprehensive Income other than Profit for the year after tax for the year under revi

233、ew(2023:nil).The notes on pages 33 to 59 form part of these financial statements ARCONTECH GROUP PLC 29 Statement of Changes in Equity For the year ended 30 June 2024 Group:Share capital Share premium Share option reserve Retained earnings Total equity Balance at 30 June 2022 1,671,601 115,761 270,8

234、25 4,913,137 6,971,324 Profit for the year-980,109 980,109 Total comprehensive income for the year -980,109 980,109 Dividend paid-(434,616)(434,616)Share-based payments-97,328-97,328 Transfer between reserves-(88,698)88,698-Balance at 30 June 2023 1,671,601 115,761 279,455 5,547,328 7,614,145 Profit

235、 for the year-1,067,657 1,067,657 Total comprehensive income for the year-1,067,657 1,067,657 Dividend paid-(468,048)(468,048)Share-based payments-51,291-51,291 Balance at 30 June 2024 1,671,601 115,761 330,746 6,146,937 8,265,045 Company:Share capital Share premium Share option reserve Retained ear

236、nings Total equity Balance at 30 June 2022 1,671,601 115,761 270,825 4,354,279 6,412,466 Profit for the year-304,044 304,044 Total comprehensive expense for the year -304,044 304,044 Dividend paid-(434,616)(434,616)Share-based payments-97,328-97,328 Transfer between reserves-(88,698)88,698-Balance a

237、t 30 June 2023 1,671,601 115,761 279,455 4,312,406 6,379,222 Profit for the year-328,596 328,596 Total comprehensive income for the year -328,596 328,596 Dividend paid-(468,048)(468,048)Share-based payments-51,291-51,291 Balance as at 30 June 2024 1,671,601 115,761 330,746 4,172,954 6,291,061 The no

238、tes on pages 33 to 59 form part of these financial statements.ARCONTECH GROUP PLC 30 Statements of Financial Position Registered number:04062416 As at 30 June 2024 Group 2024 Group 2023 Company 2024 Company 2023 Note Non-current assets Goodwill 11 1,715,153 1,715,153 -Property,plant and equipment 12

239、 5,404 5,950 -Right of use asset 17 503,190 73,152 -Investments in subsidiaries 13-2,017,471 2,017,471 Deferred tax asset 19 358,000 328,000 71,000 68,000 Trade and other receivables 14 141,750 -Total non-current assets 2,723,497 2,122,255 2,088,471 2,085,471 Current assets Trade and other receivabl

240、es 14 677,069 499,861 4,069,235 3,842,300 Cash and cash equivalents 15 7,160,177 6,411,241 287,606 518,678 Total current assets 7,837,246 6,911,102 4,356,841 4,360,978 Current liabilities Trade and other payables 16(1,688,025)(1,308,888)(154,251)(67,227)Lease liabilities 17(110,308)(40,324)-Provisio

241、ns 18-(50,000)-Total current liabilities (1,798,333)(1,399,212)(154,251)(67,227)Non-current liabilities Lease liabilities 17(427,365)-Provisions 18(70,000)(20,000)-Total non-current liabilities (497,365)(20,000)-Net current assets 6,038,913 5,511,890 4,202,590 4,293,751 Net assets 8,265,045 7,614,14

242、6 6,291,576 6,383,222 Equity Called up share capital 20 1,671,601 1,671,601 1,671,601 1,671,601 Share premium account 21 115,761 115,761 115,760 115,760 Share option reserve 21 330,746 279,455 330,746 279,455 Retained earnings 21 6,146,937 5,547,328 4,172,954 4,312,406 8,265,045 7,614,145 6,291,061

243、6,379,222 As permitted by s408 of the Companies Act 2006,the Company has not presented its own income statement.The Company profit for the year was 328,596(2023:304,044).The notes on pages 33 to 59 form part of these financial statements.Approved on behalf of the board on 30 August 2024 by:Matthew J

244、effs Chief Executive ARCONTECH GROUP PLC 31 Group Statement of Cash Flows For the year ended 30 June 2024 Note 2024 2023 Cash generated from operations 22 1,051,177 901,422 Tax paid (15,586)-Net cash generated from operating activities 1,035,591 901,420 Investing activities Interest received 247,903

245、 76,977 Receipts from the sale of plant and equipment 417 -Purchases of plant and equipment (12,055)(3,480)Net cash generated from investing activities 236,265 73,497 Financing activities Dividend paid (468,048)(434,616)Payment of lease liabilities 17(54,872)(155,529)Net cash used in financing activ

246、ities (522,920)(590,145)Net increase in cash and cash equivalents 748,936 384,772 Cash and cash equivalents at beginning of year 6,411,241 6,026,469 Cash and cash equivalents at end of year 15 7,160,177 6,411,241 For the year to 30 June 2024,the Group had no debt,and there were no material non-cash

247、transactions.The notes on pages 33 to 59 form part of these financial statements.ARCONTECH GROUP PLC 32 Company Statement of Cash Flows For the year ended 30 June 2024 Note 2024 2023 Net cash generated by/(used in)operating activities 22 227,448 (129,978)Tax paid (1,706)-Net cash generated from/(use

248、d in)operating activities 225,742 (129,978)Investing activities Interest received 11,234 8,978 Net cash generated from investing activities 11,234 8,978 Financing activities Dividend paid (468,048)(434,616)Net cash used in financing activities (468,048)(434,616)Net decrease in cash and cash equivale

249、nts (231,072)(555,616)Cash and cash equivalents at beginning of year 518,678 1,074,294 Cash and cash equivalents at end of year 15 287,606 518,678 For the year to 30 June 2024,the Company had no debt,and there were no material non-cash transactions.The notes on pages 33 to 59 form part of these fina

250、ncial statements.ARCONTECH GROUP PLC 33 Notes to the Financial Statements For the year ended 30 June 2024 1.Accounting policies The principal accounting policies are summarised below.They have all been applied consistently throughout the period covered by these financial statements except where chan

251、ges have been noted below.Reporting entity Arcontech Group plc(“the Company”)is a company incorporated in England and Wales with a registered address at 1st floor,11-21 Paul Street,London,EC2A 4JU.The consolidated financial statements incorporate the financial statements of the Company and its subsi

252、diaries(together referred to as“the Group”).Principal Activity The principal activities of the Company and its subsidiaries during the year were the development and sale of proprietary software and provision of computer consultancy services.Basis of preparation These financial statements have been p

253、repared in accordance with UK-adopted international accounting standards and with the requirements of the Companies Act 2006.On the basis of current projections,confidence of future profitability and cash balances held,the Directors have adopted the going concern basis in the preparation of the fina

254、ncial statements.The financial statements have been prepared under the historical cost convention.As at 30 June 2024 all assets and liabilities are recorded at amortised cost,and there were no assets or liabilities recorded at fair value.Going Concern On the basis of current projections and having r

255、egard to the Groups existing cash reserves,the Directors consider that the Group has adequate resources to continue in operational existence for the foreseeable future.In reaching this conclusion the Directors have projected cash flow out twelve months from the date of signing this report.Revenue pr

256、ojection has been based on recurring revenue streams from existing customers and a forecast for new revenue from additional sales that the Directors feel is achievable.The Group has a highly stable cost base which has been reviewed to incorporate the impact of additional costs for revenue generation

257、 activities such as industry trade shows.The Directors have stress tested the cash flow projections assuming no new revenue generation and an increase in costs of up to 15%,given the current inflationary environment.Under this scenario given expected cash generation from operations and existing cash

258、 balances,the Group will have sufficient resources to continue trading for well in excess of the next twelve months.Accordingly,the Directors have adopted the going concern basis in the preparation of the financial statements.Changes in accounting policies and disclosures a)New and amended Standards

259、 and Interpretations adopted by the Group and Company The International Accounting Standards Board(IASB)issued various amendments and revisions to International Financial Reporting Standards and IFRIC interpretations per the table below.The amendments and revisions were applicable for the period yea

260、r 30 June 2024 but did not result in any material changes to the financial statements of the Group.Standard Impact on initial application Effective date IAS 1(Amendments)Presentation of Financial Statements and IFRS Practice Statement 2:Disclosure of Accounting Policies 1 January 2023 IAS 8(Amendmen

261、ts)Accounting policies,Changes in Accounting Estimates and Errors Definition of Accounting Estimates 1 January 2023 IAS 12(Amendments)Income Taxes Deferred Tax related to Assets and Liabilities arising from a Single Transaction 1 January 2023 ARCONTECH GROUP PLC 34 Notes to the Financial Statements

262、For the year ended 30 June 2023(continued)1.Accounting policies(continued)b)New and amended Standards and Interpretations issued but not effective for the financial year beginning 1 July 2023 Standard Impact on initial application Effective date IFRS S1 General Requirements for Disclosure of Sustain

263、ability-related Financial Information TBC IFRS S2 Climate-related Disclosures TBC IAS 1(Amendments)Presentation of Financial Statements:Classification of Liabilities as Current or Non-Current 1 January 2024 IAS 7(Amendments)Statement of Cash Flows and IFRS 7 Financial Instruments:Disclosures:Supplie

264、r Finance Arrangements TBC IFRS 18 Presentation and disclosure of financial instruments TBC IFRS 9(Amendments)Financial Instruments and IFRS 7 Financial Instruments:Disclosures:Classification and Measurement of Financial Instruments TBC The new and amended Standards and Interpretations which are in

265、issue but not yet mandatorily effective is not expected to be material.Basis of consolidation The Group financial statements incorporate the financial statements of the Company and entities controlled by the Company(its subsidiaries)prepared to 30 June 2024.Subsidiaries are entities controlled by th

266、e Group.Control is achieved when the Group is exposed,or has rights,to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.Specifically,the Group controls an investee if,and only if,the Group has:Power over the inves

267、tee(i.e.existing rights that give it the current ability to direct the relevant activities of the investee).Exposure,or rights,to variable returns from its involvement with the investee The ability to use its power over the investee to affect its returns.Generally,there is a presumption that a major

268、ity of voting rights result in control.To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee,the Group considers all relevant facts and circumstances in assessing whether it has power over an investee,including:The contractual arrangem

269、ent with the other vote holders of the investee.Rights arising from other contractual arrangements.The Groups voting rights and potential voting rights.Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary.As

270、sets,liabilities,income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.The acquisition method is used to account for the acquisi

271、tion of subsidiaries.All intra-group transactions,balances,income and expenses are eliminated on consolidation.Business combinations and goodwill On acquisition,the assets and liabilities and contingent liabilities of subsidiaries are measured at their fair value at the date of acquisition.Any exces

272、s of cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill.Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired(i.e.discount on acquisition)is credited to the income statement in the period of acq

273、uisition.Goodwill arising on consolidation is recognised as an asset and reviewed for impairment at least annually.Any impairment is recognised immediately in the income statement and is not subsequently reversed.ARCONTECH GROUP PLC 35 Notes to the Financial Statements For the year ended 30 June 202

274、4(continued)1.Accounting policies(continued)Revenue recognition Revenue is recognised in accordance with the transfer of promised services to customers(i.e.when the customer gains control of the service)and is measured as the consideration which the group expects to be entitled to in exchange for th

275、ose services.Consideration is typically fixed on the agreement of a contract except for quarterly flexible license contracts.Payment terms are agreed on a contract by contract basis.A service is distinct if the customer can benefit from the service on its own or together with other resources that ar

276、e readily available to the customer and the entitys promise to transfer the service to the customer is separately identifiable from other promises in the contract.Contracts with customers do not contain a financing component.Under IFRS 15,revenue earned from contracts with customers is recognised ba

277、sed on a five-step model which requires the transaction price for each identified contract to be apportioned to separate performance obligations arising under the contract and recognised either when the performance obligation in the contract has been performed(point in time recognition)or over time

278、as control of the performance obligation is transferred to the customer.The group recognises revenue when it satisfies a performance obligation by transferring a promised service to the customer as follows:Revenue from recurring license fees and other license fees is recognised on an over time basis

279、 via a straight line across the period the services are provided.In reaching this conclusion the group has assessed that ongoing contractual obligations are not separately identifiable from other promises in the contract and are not distinct from the licence,and hence are accounted for as a single p

280、erformance obligation.As the license is not distinct the combined performance obligation is recognised over time.In assessing whether a licence is distinct the Group considered the continuing requirement to:optimise functionality;optimise performance;and provide enhancements to ensure user regulator

281、y compliance.Revenue from flexible license contracts that include variable consideration are quarterly contracts assessed at the end of each calendar quarter and revenue is recognised based on actual usage confirmed for that quarter at the point of customer acceptance;Revenue from project work is re

282、cognised on satisfactory completion of each project,as this is considered to be the point in time the customer gains control over the results of the project work.Taxation The tax charge/(credit)represents the sum of the tax payable/(receivable)and any deferred tax.Research and development tax credit

283、s are recognised when received.The tax payable/(receivable)is based on the taxable result for the year.The taxable result differs from the net result as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further exclud

284、es items that are never taxable or deductible.The Companys liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of as

285、sets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method.Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are

286、 recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition(other than in a business

287、 combination)of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.ARCONTECH GROUP PLC 36 Notes to the Financial Statements For the year ended 30 June 2024(continued)1.Accounting policies(continued)Taxation(continued)Deferred tax liabiliti

288、es are recognised for taxable temporary differences arising on investments in subsidiaries,except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.The carrying amount of deferred ta

289、x assets is reviewed at each balance sheet date.Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled,or the asset realised.Deferred tax is charged or credited to the income statement,except when it relates to items charged or credited dir

290、ectly to equity,in which case the deferred tax is also dealt with in equity.Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authorit

291、y and the Group intends to settle its current assets and liabilities on a net basis.Share-based payments The cost of share-based employee compensation arrangements,whereby employees receive remuneration in the form of shares or share options,is recognised as an employee benefit expense in the income

292、 statement.The total expense to be apportioned over the vesting period of the benefit is determined by reference to the fair value(excluding the effect of non market-based vesting conditions)at the date of grant.Fair value is measured by the use of the Black-Scholes model.The expected life used in t

293、he model has been adjusted,based on managements best estimate,for the effects of the non-transferability,exercise restrictions and behavioural considerations.A cancellation of a share award by the Group or an employee is treated consistently,resulting in an acceleration of the remaining charge withi

294、n the consolidated income statement in the year of cancellation.Impairment of tangible and intangible assets The carrying amounts of the Groups and Companys tangible and intangible assets are reviewed at each year end date to determine whether there is any indication of impairment.If any such indica

295、tion exists,the assets recoverable amount is estimated.Expenses incurred on Research&Development are currently expensed through the income statement as the expenditure is incurred on the maintenance and enhancement of existing products.The applicability of this treatment is reviewed regularly by the

296、 Company.For goodwill,the recoverable amount is estimated at each year end date,based on value in use.The recoverable amount of other assets is the greater of their net selling price and value in use.In assessing value in use,the estimated future cash flows are discounted to their present value usin

297、g a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.For an asset that does not generate largely independent cash inflows,the recoverable amount is determined for the cash generating unit to which the asset belongs.An impai

298、rment loss is recognised in the income statement whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount.Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-ge

299、nerating units and then to reduce the carrying amount of the other assets in the unit on a pro rata basis.A cash generating unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.ARCONTECH G

300、ROUP PLC 37 Notes to the Financial Statements For the year ended 30 June 2024(continued)1.Accounting policies(continued)Property,plant and equipment Property,plant and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.Depreciation is charged so as to write

301、 off the cost of assets,over their estimated useful lives,on the following bases:Leasehold property-over the period of the lease Computer equipment-33%-40%on cost Office furniture and equipment-20%-25%on cost or reducing balance Investments in subsidiaries Investments in subsidiaries are stated at c

302、ost less any provision for impairment.Financial instruments Financial assets and financial liabilities are recognised in the statement of financial position when the Group becomes a party to the contractual provisions of the instrument.Financial assets The Group does not hold any investments other t

303、han investments in subsidiaries.Trade receivables are held in order to collect the contractual cash flows and are initially measured at the transaction price as defined in IFRS 15,as the contracts of the Group do not contain significant financing components.Impairment losses are recognised based on

304、lifetime expected credit losses in profit or loss.Other receivables are held in order to collect the contractual cash flows and accordingly are measured at initial recognition at fair value,which ordinarily equates to cost and are subsequently measured at cost less impairment due to their short-term

305、 nature.A provision for impairment is established based on 12-month expected credit losses unless there has been a significant increase in credit risk when lifetime expected credit losses are recognised.The amount of any provision is recognised in the income statement.Cash and cash equivalents Cash

306、and cash equivalents comprise cash held by the Group and short-term bank deposits with an original maturity of three months or less.Financial liabilities and equity Financial liabilities and equity instruments issued by the Group are classified in accordance with the substance of the contractual arr

307、angements entered into and the definitions of a financial liability and an equity instrument.An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.Equity instruments issued by the company are recorded at the proceeds

308、 received,net of direct issue costs.Effective interest rate method The effective interest rate method is a method of calculating the amortised cost of a financial asset or liability and allocating interest income or expense over the relevant period.The effective interest rate is the rate that exactl

309、y discounts estimated future cash flows through the expected life of the financial asset or liability,or,where appropriate,a shorter period,to the net carrying amount on initial recognition.ARCONTECH GROUP PLC 38 Notes to the Financial Statements For the year ended 30 June 2024(continued)1.Accountin

310、g policies(continued)Financial instruments(continued)(a)Classification The Group classifies its financial assets in the following measurement categories:those to be measured subsequently at fair value(either through OCI or through profit or loss);and those to be measured at amortised cost.The classi

311、fication depends on the Groups business model for managing the financial assets and the contractual terms of the cash flows.For assets measured at fair value,gains and losses will be recorded either in profit or loss or in OCI.For investments in equity instruments that are not held for trading,this

312、will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income(FVOCI).See Note 16 for further details.(b)Recognition Purchases and sales of financial assets are recognised on t

313、rade date(that is,the date on which the Group commits to purchase or sell the asset).Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of owners

314、hip.(c)Measurement At initial recognition,the Group measures a financial asset at its fair value plus,in the case of a financial asset not at fair value through profit or loss(FVPL),transaction costs that are directly attributable to the acquisition of the financial asset.Transaction costs of financ

315、ial assets carried at FVPL are expensed in profit or loss.Debt instruments Amortised cost;Assets that are held for collection of contractual cash flows,where those cash flows represent solely payments of principal and interest,are measured at amortised cost.Interest income from these financial asset

316、s is included in finance income using the effective interest rate method.Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses)together with foreign exchange gains and losses.Impairment losses are presented as a separate line item in

317、the statement of profit or loss.(d)Impairment The Group assesses,on a forward-looking basis,the expected credit losses associated with its debt instruments carried at amortised cost.The impairment methodology applied depends on whether there has been a significant increase in credit risk.For trade r

318、eceivables,the Group applies the simplified approach permitted by IFRS 9,which requires expected lifetime losses to be recognised from initial recognition of the receivables.Leases Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset

319、 is available for use by the Group.ARCONTECH GROUP PLC 39 Notes to the Financial Statements For the year ended 30 June 2024(continued)1.Accounting policies(continued)Leases(continued)Assets and liabilities arising from a lease are initially measured on a present value basis.Lease liabilities include

320、 the net present value of the following lease payments:Fixed payments(including in-substance fixed payments),less any lease incentives receivable;Variable lease payment that are based on an index or a rate,initially measured using the index or rate as at the commencement date;Amounts expected to be

321、payable by the Group under residual value guarantees;The exercise price of a purchase option if the Group is reasonably certain to exercise that option;and Payments of penalties for terminating the lease,if the lease term reflects the Group exercising that option.Lease payments to be made under reas

322、onably certain extension options are also included in the measurement of the liability.The lease payments are discounted using the interest rate implicit in the lease.If that rate cannot be readily determined,which is generally the case for leases in the Group,the lessees incremental borrowing rate

323、is used,being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms,security and conditions.Lease payments are allocated between principal and finance cost

324、.The finance cost is charged to profit or loss over the lease period.Right-of-use assets are measured at cost which comprises the following:The amount of the initial measurement of the lease liability;Any lease payments made at or before the commencement date less any lease incentives received;Any i

325、nitial direct costs;and Restoration costs.Right-of-use assets are generally depreciated over the shorter of the assets useful life and the lease term on a straight-line basis.If the Group is reasonably certain to exercise a purchase option,the right-of-use asset is depreciated over the underlying as

326、sets useful life.Payments associated with short-term leases(term less than 12 months)and all leases of low-value assets(generally less than 4k)are recognised on a straight-line basis as an expense in profit or loss.Provisions Provisions are recognised when the Group has a present obligation,legal or

327、 constructive,resulting from past events and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the obligation.Research and development Research costs are charged to the income statement in the year

328、 incurred.Development expenditure is capitalised to the extent that it meets all of the criteria required by IAS 38,otherwise it is charged to the income statement in the year incurred.In order for development expenditure to meet the capitalisation criteria of IAS 38,it must be both technically feas

329、ible to complete the work,and there must be the intention to either use or sell the asset created.Pension costs and other post-retirement benefits The Group makes payments to occupational and employees personal pension schemes.Contributions payable for the year are charged in the income statement.AR

330、CONTECH GROUP PLC 40 Notes to the Financial Statements For the year ended 30 June 2024(continued)1.Accounting policies(continued)Foreign currencies Transactions denominated in foreign currencies are translated into sterling at the exchange rate ruling when the transaction was entered into.Where cons

331、ideration is received in advance of revenue being recognised the date of the transaction reflects the date the consideration is received.Foreign currency monetary assets and liabilities are translated into sterling at the exchange rate ruling at the balance sheet date.Exchange gains or losses are in

332、cluded in operating profit.Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker as required by IFRS 8“Operating Segments”.The chief operating decision-maker responsible for allocating resources and assessi

333、ng performance of the operating segments has been identified as the Board of Directors.The accounting policies of the reportable segments are consistent with the accounting policies of the group as a whole.Segment profit/(loss)represents the profit/(loss)earned by each segment without allocation of foreign exchange gains or losses,investment income,interest payable and tax.This is the measure of p