TIDMIHP

RNS Number : 6123J

IntegraFin Holdings plc

14 December 2022

LEI Number: 213800CYIZKXK9PQYE87

14 December 2022

Announcement of annual results for IntegraFin Holdings plc ("IHP Group") for the year ended 30 September 2022

Continued commercial momentum in spite of volatile markets

Headlines

   --      Group revenue increase of 8% to GBP133.6m (2021: GBP123.7m) 
   --      Underlying Group profit before tax increase of 1% to GBP65.8m (2021: GBP65.2m) 

-- Underlying Group earnings per share increase of 2% to 16.3 pence (2021: 16.0 pence). The underlying result is after adjusting for non-underlying expenses including, in particular, the payment to HMRC of prior year VAT and interest on software services of GBP8.8m.

   --      IFRS profit before tax GBP54.3m (2021: GBP63.6m) 
   --      IFRS profit after tax GBP44.0m (2021: GBP51.1m) 

-- We remain on schedule with the planned, and pre-announced, IT and software development recruitment, which we target to complete by the end of FY23. We reiterate that after this IT investment is completed we then do not expect material recruitment in these areas in the period to FY27.

-- The detailed cost guidance, which we disclosed in July 2022, for financial years ending 30 September 2023 and 30 September 2024 remains unchanged.

-- Proposed final dividend of 7.0 pence per share (2021: 7.0 pps), resulting in a full year dividend of 10.2 pence per share, a 2% increase on prior year (2021: 10.0 pps). The proposed dividend has been calculated by reference to underlying profit, excluding, in particular, the expense adjustment for prior years' VAT on software services.

   --      The Transact platform business continues to grow: 

o Gross inflows on to the Transact platform for FY22 of GBP7.3bn

o Net inflows on to the Transact platform for FY22 of GBP4.4bn

o A 5% increase in the Transact platform's adviser base to c.7.5k advisers registered on the Transact platform (30 September 2021: 7.2k)

o An 8% increase in the number of clients using the Transact platform to c.225k (30 September 2021: 209k)

o Launched the Transact-BlackRock Model Portfolio Service

   --      The Time4Advice business plan remains on schedule: 

o Time4Advice's next generation CURO software is now live with an adviser firm for beta testing

o The roll out to adviser firms of the next generation CURO software will commence during the second half of FY23

Financial highlights

IHP Group

 
                                                                Year to               Year to 30              Change 
                                                           30 September                September                 (%) 
                                                                   2022                     2021 
 
              Total Group revenue                             GBP133.6m                GBP123.7m                 +8% 
                                              -------------------------  -----------------------  ------------------ 
 
              Underlying profit before 
              tax                                              GBP65.8m                 GBP65.2m                 +1% 
                                              -------------------------  -----------------------  ------------------ 
 
              IFRS profit before tax                           GBP54.3m                 GBP63.6m                -15% 
                                              -------------------------  -----------------------  ------------------ 
 
              Underlying earnings per share                       16.3p                    16.0p                 +2% 
                                              -------------------------  -----------------------  ------------------ 
 
              Total dividend per share                            10.2p                    10.0p                 +2% 
                                              -------------------------  -----------------------  ------------------ 
 

Transact net inflows and FUD

 
                                                                 Year to                Year to 30              Change 
                                                            30 September                 September                 (%) 
                                                                    2022                      2021 
 
              Net new business inflows                          GBP4.4bn                  GBP4.9bn                -11% 
                                              --------------------------  ------------------------  ------------------ 
 
              Closing funds under direction 
              ('FUD')                                          GBP50.1bn                 GBP52.1bn                 -4% 
                                              --------------------------  ------------------------  ------------------ 
 
              Average daily FUD for the 
              year                                             GBP52.5bn                 GBP47.2bn                +11% 
                                              --------------------------  ------------------------  ------------------ 
 

Alex Scott, IHP Group Chief Executive Officer, commented:

"I am very pleased with the resilience shown by the IHP Group during the past financial year.

During a period of significant volatility in asset markets, we have grown Group revenue, and recorded substantial net flows on to the Transact platform. This is thanks largely to the continued hard work and commitment to clients, from our staff, and the advisers we work with.

We have delivered a resilient financial outcome for the financial year ended 30 September 2022, with an underlying profit after tax result of GBP54.1m, being 2% higher than the prior year (2021: GBP53.0m).

In line with our dividend policy of paying out c.60-65% of earnings as a dividend, we propose a final dividend of 7.0 pence, thereby increasing the dividend for the year to 10.2 pence, a 2% increase on prior year (2021: 10.0 pence).

Looking ahead, I believe that the outlook remains positive for the Group, with demand for independent financial advice expected to remain strong. Prior experience has shown that during periods of economic uncertainty new clients will continue to seek independent financial advice to facilitate the setup and implementation of their financial plans. In respect of our current clients, we expect they will continue to rely on the support and knowledge provided by their financial adviser.

We are mindful of the difficult economic environment. However, we expect the performance of the IHP Group to remain resilient during financial year 2023, with new clients and advisers joining, continued robust flows onto the Transact platform, and the commencement of the rollout of the next generation CURO software."

Enquiries

 
 Investors 
 Luke Carrivick, IHP Head of Investor 
  Relations                                        +44 020 7608 5463 
 
 
 
 Media 
 Lansons: Tony Langham               +44 (0)7979692287 
  Lansons: Maddy Morgan-Williams     +44 (0)7947364578 
 
 
 
 

2022 Full year results presentation

IHP will be hosting a virtual analyst audio presentation at 09:30am on 14 December 2022. This will be available at https://brrmedia.news/IntegraFin_FY . A recording of the presentation will be available for playback after the event at https://www.integrafin.co.uk/ . Slides accompanying the analyst presentation will also be available this morning at https://www.integrafin.co.uk/annual-reports/ .

Chief Executive Officer's statement

Overview

The business has remained resilient throughout the year, with robust net flows and strong adviser and client growth. This is an achievement in a financial year that has seen a serious downturn in investor sentiment. Any positivity from the lifting of COVID restrictions has been eroded by increasing levels of g eopolitical tension, inflation levels not experienced in 30 years, industrial unrest and political turmoil.

At such times of economic uncertainty, clients rely even more on the support and knowledge of their financial adviser. Our business model is centred on providing long-term support for our clients and financial advisers, enabling them to stay on track with their long-term financial plans, helping retain business on our investment platform.

For the delivery of that support to clients and advisers we combine our leading proprietary technology with high quality client service. Our employees, who deliver that service, have been impacted by the current economic climate, especially the effects high interest rates are having on mortgage and rent payments, coupled with the significant rise in the general cost of living. We have managed these concerns by assessing and reshaping our remuneration packages to provide greater certainty of income for employees, whilst adding modest additional cost to the Group. Our focus has been on retention of key employees and on recruitment into roles that drive efficiency.

Headlines

With our consistent approach, we have continued to grow Transact, with the platform's adviser base increasing by 5% over the period, leading to over 7.5k advisers being registered on the Transact platform at the end of the year. Advisers have brought a further 17k clients to the platform, an increase of 8% over the year, with 224.7k clients now using Transact to manage their financial plans.

Gross inflows eased over the year, falling back from the previous year's record high of GBP7.70 billion to GBP7.28 billion. The first quarter of this year continued to benefit from the positive market sentiment seen in FY21, but there was a gradual slowing from the second quarter onwards as economic and political impacts took effect. T he Transact platform is utilised by clients and advisers for long-term financial planning and this long-term view has helped outflows remain relatively stable during the course of the year. This resulted in robust net inflows to the Transact platform for the financial year ended 30 September 2022 of GBP4.40 billion, relative to the prior year GBP4.95 billion.

Even with strong positive net inflows, the impact of negative market movements resulted in a decrease of 4% in FUD at the year-end, finishing at GBP50.07 billion.

Revenue in the year has increased to GBP133.6 million (+8%). The Group's revenue is predominantly generated by the value of funds under direction (FUD) held on Transact. The average daily FUD on the Transact platform during the financial year was GBP52.5 billion, compared with an average during the prior financial year of GBP47.2 billion. This has helped drive revenues up, despite the year end FUD being below the level at the prior year end, as markets fell sharply from mid-August through to our year end.

Core expenses have increased, mainly due to employee costs, driven by growth in employee numbers to support and develop the business and inflationary pressure on salary levels required to recruit and retain high quality employees. Additionally, HMRC upholding its original decision, at second review, of our VAT dispute has added GBP1.8 million to our core expenses this year.

The VAT decision has also had a significant impact on non-underlying expenses, as we have paid all prior year contested VAT and interest, GBP8.8 million in total, in order to allow us to formally appeal the findings to the First-tier Tribunal (Tax Chamber) .

After these costs, the Group's profit before tax has decreased by 15%, to GBP54.3 million. Removing non-underlying VAT and T4A expenses, in both 2021 and 2022, shows a modest increase in underlying profit from GBP65.2 million in FY21 to GBP65.8 million in FY22.

Market background

Equity market performance was strong in the first quarter of our financial year and this was reflected in the advised platform market, with strong year-on-year growth of gross inflows in the quarter. There was a gradual slowdown in the second quarter, which resulted in tax year end flows falling below prior year levels across the sector.

The second half of the year deteriorated more rapidly, as the combined economic effects of Russia's invasion of Ukraine, trade tensions between the US and China and the longer-term costs of COVID lockdowns took hold. Interest rate increases, made globally in an attempt to quell persistent inflation, have further added to negative sentiment among investors.

Activity in the investment platform market slowed considerably in the second half of the year, following several changes of platform ownership in the first half. O ver the full year, the retail advised platform market FUD fell by 7% from GBP553.28 billion (September 2021) to GBP516.65 billion (September 2022).

Our activity

Our focus through the year has been on organic platform growth, service quality and the addition of incremental platform functionality. We have also been working to enhance our platform operating efficiencies in a hybrid working model. Amongst many enhancements to our platform were further additions to our online Guided Applications capabilities, accelerated portfolio creation and anti-money laundering checking, which has allowed us to switch off the use of paper forms in line with our environmental strategy.

The employment market has continued to be buoyant, with an excess of jobs over available quality recruits. We have been able to leverage our reputation to continue to attract quality employees, but we are not immune to the salaries being offered to attract our employees away. Money isn't enough by itself to retain good employees, for whom job fulfilment and feeling they are accepted as themselves, are both valued highly, even more so following COVID lockdowns. We foster a culture of belonging, where everyone's views are important and listened to. Expanding our employee engagement programme, to better demonstrate this on issues such as flexible working, performance structures and office environment, has proven beneficial in retaining employees.

We have increased the breadth of our services for Transact clients, with the September launch of the Transact - BlackRock Model Portfolio Servicer (MPS). Available exclusively to investment platform clients, this will extend the choice of Discretionary Investment Managers available on our platform even further. The Transact - BlackRock MPS will use BlackRock's market leading investment process, at a highly competitive ongoing cost for investments. We expect this to contribute both to the retention of our current clients and financial advisers, as well as being attractive to new clients and financial advisers.

We have again been able to r educe the cost of Transact to clients. Reductions were made to both ad valorem and buy transaction charges, further increasing the value of the offering to clients.

Development of T4A's next generation CURO software has progressed well, with a beta client live by the end of the year. A live testing period will then follow, before rollout to pipeline clients commences later in 2023. In the meantime, the current CURO3 product has been selling well, with a good flow of new clients opting to implement this system ahead of the new release.

Throughout the financial year, we have been continuing work with our external consultants, Willis Towers Watson, to help the Group establish a prioritised and thoughtful environmental plan. This will be aligned to our ambitions, supports a low carbon-emissions economy and remains flexible enough to accommodate changes in regulation. With these criteria in mind, we have set out a phased approach. The first phase, in which we are making progress, clarifies the best opportunities across the IHP Group over the short, medium and longer-term to directly influence and shape the scope 1, 2 and relevant elements of scope 3 carbon emissions arising from our business.

The outlook

We are mindful of the difficult economic environment, with inflation and interest rate stresses expected to persist, leading to continued volatility in asset markets. However, given the strength of our proposition and its careful management, we expect the performance of the Transact platform to remain robust during the forthcoming financial year, with new clients and advisers joining and continued resilient flows onto the Transact platform. Despite the adverse headwinds, the advised platform market is expected to grow in 2023, and we aim to carry on growing our share of it.

In 2023, we will continue to execute on our priorities, investing in the development of our proprietary software, we will train users in how to best use the extensive functionality now available to deliver operational excellence efficiently. All of this will enable our clients, with their advisers, to stay on track with their long-term financial plans.

Once T4A's next generation CURO software has been proven with the beta client, we will begin the implementation process with the adviser firms in the current pipeline. The focus will be on ensuring that new users are properly supported throughout the process, building the foundations of enduring relationships.

July 2023 brings the primary implementation deadline for the FCA's Consumer Duty regulations, with all reviews necessary to meet the consumer outcome rules being complete before the end of April. As the business has always been focused on consumer outcomes, we feel well-positioned for these new rules, but undoubtedly there will be additional costs incurred in demonstrating compliance. We have factored this in to our development plans and costs.

We will take a measured approach to our appeal to the First-tier Tribunal (Tax Chamber) on the VAT ruling, ensuring both legal costs and management time are kept to a minimum.

We do not underestimate the uncertainty of our environment, however, we focus on what we can control. Continuing to invest in our people and our infrastructure, whilst managing our societal impact, will ensure we are well positioned to face the challenges ahead, enabling us to continue to deliver for all of our stakeholders.

Ian Taylor

I cannot close without a few words about my long-time friend and colleague, who sadly passed away in October. Ian was an incredible individual who, with Mike Howard, set out to completely transform the delivery of financial plans in the UK market.

Ian's focus was always to deliver the best outcome for "Mrs Miggins". This focus built a principled business, years ahead of the RDR curve and the forthcoming Consumer Duty rules.

Ian was always happy to share his thoughts and experience and equally willing to listen to others, but never diverted from his principles. We continue to drive the business on those principles: "Do the right thing" and "Stick to our knitting".

Alexander Scott

CEO

13 December 2022

Financial review

In a fundamentally solid year for core operations, Group revenue increased by 8% to GBP133.6 million.

There was steady growth in investment platform clients (+8%), investment platform advisers (+5%) and T4A licence users (+ 46%).

Profit before tax was GBP54.3 million (-15%). The year on year reduction is due to investment in people, recognition of current year VAT on software fees and an increase in non-underlying expenses of GBP8.2 million to GBP11.5 million, as we recognised and settled backdated VAT and interest thereon.

Underlying PBT is GBP65.8 million (FY21: GBP65.2 million), an increase of 1% on underlying PBT for FY21, after VAT of GBP1.7 million is included in FY21.

EPS is 13.3p (FY21: 15.4p). After removing all non-underlying expenses in FY22, underlying EPS is 16.3p and it was 16.0p in FY21.

Transact platform operational performance

 
                       YE 2022   YE 2021 
                          GBPm      GBPm 
 Opening FUD            52,112    41,093 
 Inflows                 7,275     7,695 
 Outflows              (2,873)   (2,744) 
--------------------  --------  -------- 
 Net flows               4,402     4,951 
 Market movements      (6,248)     6,297 
 Other movements(1)      (196)     (229) 
--------------------  --------  -------- 
 Closing FUD            50,070    52,112 
 

(1) Other movements includes fees, tax charges and rebates, dividends and interest.

Transact's gross inflows for 2022 financial year were GBP7.28 billion and outflows were GBP2.87 billion, leading to net flows of GBP4.40 billion, which is a year on year decrease of 11%. FUD has ended the year down 4% at GBP50.07 billion, impacted by GBP6.25 billion of negative market movements.

Inflows for the majority of the first half of the year were strong, at GBP4.07 billion (FY21: GBP3.73 billion), and contributed 56% of the full year inflows. However, as markets fell and inflation took hold, inflows were impacted and each month subsequent to February 2022 was lower than the same month in the year before. This was due to client sentiment weakening and the value of asset transfers onto the platform falling, resulting in a full year inflow reduction of GBP420.0 million (5%), when compared against FY21.

The year-on-year reduction in net flows is due to the fall in inflows, and the annualised rate of platform outflows remains within the range we expect at 6% (FY21 7%). The steadiness of the outflow rate is supported by the continuing strength in client numbers and advisers using the platform.

T4A operational performance

T4A was acquired by IHP in January 2021 and, therefore, this is the first full financial year of T4A being part of the IHP Group.

In the 12 months to September 2022, T4A has increased CURO licence users by 44%, from 1,566 at 30 September 2021, to 2,253 at September 2022. These numbers exclude a large user that had commenced the process of terminating their CURO licences at the point T4A was acquired by IHP.

Group financial performance

Revenue

Following the acquisition of T4A in January 2021, there have been two streams of Group revenue: investment platform revenue (97% of total revenue) and T4A revenue (3% of total revenue).

Investment platform revenue

Investment platform revenue has increased by 7% year-on-year to GBP129.7 million and comprises three elements, 98% (FY21: 98%) of which is from a recurring source.

Annual commission income (an annual, ad valorem tiered fee on FUD) and wrapper administration fee income (quarterly fixed wrapper fees for each of the tax wrapper types available) are recurring. Other income is composed of buy commission and dealing charges.

 
                                   YE 2022   YE 2021 
 Investment platform                  GBPm      GBPm 
  revenue 
 Annual commission income 
  (recurring)                        115.9     107.7 
 Wrapper fee income (recurring)       11.6      10.6 
 Other income                          2.2       3.0 
--------------------------------  --------  -------- 
 Total platform revenue              129.7     121.3 
 
 

Annual commission income increased by GBP8.2 million (8%) versus the prior financial year. Annual commission revenue was impacted by: financial markets weakening from February onwards, demonstrated by daily average FUD of GBP53.04 billion for the first half of the financial year reducing to GBP52.05 billion for the second half of the financial year; and, we reduced the annual commission rate from 0.27% to 0.26%, with effect from 1 July 2022.

Recurring wrapper administration fee income increased by GBP1.0 million (9%) year-on-year (FY21: 9%), reflecting the increase in the number of open tax wrappers and broadly in line with the increase in client numbers.

Buy commission, included in other income, reduces as a component of revenue each year and was GBP1.5 million (FY21: GBP2.3 million) in FY22. We reduced the threshold at which clients receive a rebate of buy commission with effect from 1 March 2022, from GBP0.3 million which effected on 1 March 2021, to GBP0.2 million from 1 March 2022.

T4A revenue

T4A's revenue was GBP3.9 million for FY22, compared with GBP2.4 million from 11 January 2021 to 30 September 2021.

Operating expenses

 
                                  YE 2022   YE 2021 
                                     GBPm      GBPm 
 Employee costs                      47.1      41.6 
 Occupancy                            2.3       1.4 
 Regulatory and professional 
  fees                                9.8       7.6 
 Other income - tax relief 
  due to shareholders               (2.4)     (2.2) 
 Current year VAT                     3.2       1.2 
 Other costs                          3.2       2.8 
 
 Non-underlying expenses              8.8         - 
  - backdated VAT and interest 
 Non-underlying expenses 
  - other                             2.7       3.3 
-------------------------------  --------  -------- 
 Total expenses                      74.7      55.7 
 Depreciation and amortisation        3.0       3.1 
-------------------------------  --------  -------- 
 Total operating expenses            77.7      58.8 
 

Operating expenses have increased by GBP18.7 million, or 32%. This is attributable to the following notable increases in expense categories. Note that FY22 includes a full year of T4A expenses of GBP5.3 million, versus GBP3.4 million for nine months in FY21.

Non-underlying expenses - backdated VAT (GBP8.0 million) and interest (GBP0.8 million)

Other non-underlying expenses - GBP2.7 million

In our FY20 and FY21 Annual Report, we disclosed a contingent liability in respect of potential reverse charge VAT payable on services provided by our wholly owned Australian software development Company, Integrated Application Development Pty (IAD).

The contingent liability arose because HMRC had notified us in January 2020 that the inclusion of IAD in our VAT Group was terminated with effect from July 2016.

We have been unsuccessful in two stages of requesting HMRC review their original decision to exclude IAD Pty from our VAT Group, as detailed in a Regulatory News Announcement released on 20 September 2022, and as a result we have had to settle backdated VAT of GBP8.0 million for the period to September 2021. We have also paid non-recurring interest on the VAT due of GBP800k.

We are appealing the original decision to the First-tier Tribunal (Tax Chamber), however, we will be required to recognise and pay VAT on software fees going forward whilst our appeal progresses, as such we have also recognised an ongoing VAT liability in the current year of GBP1.8 million,

Other non-underlying expenses of GBP2.7 million comprise a credit of GBP0.3 million upon the release of a dilapidations accrual for the Clement's Lane office, which has now been confirmed as not required, and GBP3.0 million of ongoing expenses due to the IFRS requirement that we recognise the post combination deferred and additional consideration payable to the original T4A shareholders in relation to the acquisition of T4A as remuneration over the four years from January 2021 to December 2024. The remuneration cost is expected to be GBP3.0 million in both FY23 and FY24, and will reduce to GBP760k in FY25.

Employee costs GBP47.1 million (+GBP5.5 million (+13%))

Employee costs have increased from GBP41.6 million to GBP47.1 million (+13%), including T4A employee costs of GBP4.1 million (FY21 nine months: GBP2.5 million). Average monthly employee costs have risen 8% from GBP3.6 million to GBP3.9 million and average Group employee numbers through the year have also increased by 8% (FY21: 2%) from 543 in FY21 to 594 in FY22.

Notable headcount additions are 15 roles across the Group in software development and information technology areas, with more roles being recruited over the coming months, in line with our intent to significantly increase system development capacity across the Group which will drive efficiencies.

We have also added eight roles in order to better support advisers using our investment platform software, in order to increase self-service, which again increases efficiencies.

We awarded our people, excluding T4A, an average pay rise of 7.5% (FY21: 5%) in June 2022, in recognition of the increase in the cost of living in 2022, which also increased employer National Insurance, already impacted by the 1.25% social care levy introduced in April, and contractual enrolment costs.

Regulatory and professional fees GBP9.8 million (+GBP2.2 million (+29%))

Regulatory fees and FSCS costs have increased by GBP700k (19%), from GBP3.5 million in FY21 to GBP4.2 million in FY22. This is due to an increase in fees levied on two of the regulated entities in the Group: Integrated Financial Arrangements Ltd (IFAL) and IntegraLife UK Ltd (ILUK). The uplift in these costs arises due to increasing business volumes and impacts the financial services industry as a whole.

Professional fees have increased year-on-year by GBP1.5 million (37%), from GBP4.1 million in FY21 to GBP5.6 million in FY22. The uplift in professional fees relates to one-off consultancy and advisory engagements, which have been necessary in order to progress Corporate projects, such as the Group restructure.

Occupancy GBP2.3 million (+GBP0.9 million (+64%))

Occupancy costs have increased by GBP0.9 million in FY22, due to a reduction in the rates rebate for the Clement's Lane Head Office of GBP0.5 million to GBP0.2 million in FY22. There has also been a very sharp inflationary increase in energy costs from December 2021 onwards, resulting in an increase in FY22 of GBP0.4 million. These inflated energy costs are projected to continue for the foreseeable future.

Current year VAT (GBP3.2 million (+GBP2.0 million (+167%))

Current year VAT has increased by GBP2.0 million, largely due to recognition of VAT on software fees in FY22. This cost will be ongoing, whilst the next stage appeal process progresses.

Tax

The Group has operations in three tax jurisdictions: UK, Australia and Isle of Man. This results in profits being subject to tax at three different rates. However, the vast majority of the Group's income, 96%, is earned in the UK.

Shareholder tax on ordinary activities for the year decreased by GBP2.2 million, or 18%, to GBP10.3 million (FY21: GBP12.5 million) due to the reduction in taxable profit. Our effective rate of tax over the period was 18% (FY21: 20%). The decrease in effective rates compared to FY21 was due to the increase in allowable non-underlying expenses incurred in FY22, as the backdated, non-recurring VAT was tax deductible.

Our tax strategy can be found at: https:// www.integrafin.co.uk/legal-and-regulatory-information/

Profit

Group gross profit for the year to September 2022 rose by GBP9.3 million to GBP131.5 million, from GBP122.2 million, an increase of 8%.

Group profit before tax (PBT) has reduced by 15% to GBP54.3 million. Excluding all non-underlying expenses, Group PBT has risen by 1%, or GBP0.6 million, year on year, to GBP65.8 million, including a full year of T4A losses of GBP1.9 million (FY21 nine months: GBP1.2 million).

Group profit after tax has reduced by GBP7.1 million (14%) year on year, from GBP51.1 million to GBP44.0 million.

Earnings per share

 
                                    YE 2022   YE 2021 
                                       GBPm      GBPm 
 Profit after tax for the period       44.0      51.1 
 Average number of shares - 
  basic EPS                          331.0m    331.0m 
 Average number of shares - 
  diluted EPS                        331.3m    331.3m 
 Earnings per share - basic 
  and diluted                         13.3p     15.4p 
 

Earnings per share have fallen by 2.1p per share to 13.3p, a fall of 14%.

Consolidated statement of financial position

Net assets have grown 17%, or GBP8.9 million, in the year, and the material movements on the consolidated statement of financial position are as follows:

Cash and significant cash flows

Shareholder cash has increased by GBP6.9 million year on year to GBP183.0 million (FY21: GBP176.1 million). Growth of 4% (FY21: 14%) reflects the cash generative nature of the business and ongoing Group liquidity, but is offset by dividends paid in the year of GBP33.8 million (FY21: GBP28.5 million) and the one off payment of GBP8.8 million of backdated VAT and interest, plus GBP1.4 million paid in respect of VAT due for ten months of FY22.

Deferred tax asset, non-current provisions and non-current deferred tax liability

The large increases in the deferred tax asset of GBP5.3 million to GBP6.0 million (FY21: GBP0.7 million), the non-current provisions of GBP34.9 million to GBP41.9 million (FY21: GBP7.0 million) offset by the reduction of the non-current deferred tax liabilities of GBP28.6 million to GBP0.9 million (FY21: 29.5 million) are all a function of the realised and unrealised losses that have arisen on policyholder assets, as the value of linked funds has fallen year on year.

ILUK holds tax charges deducted from ILUK policyholders in reserve to meet future tax liabilities and the tax reserve may be paid back to policyholders if asset values do not recover such that the tax liability unwinds.

Investments and cash held for the benefit of policyholders and liabilities for linked investment contracts (notes 17, 18 and 20)

ILUK and ILInt write only unit-linked insurance policies. They match the assets and liabilities of their linked policies such that, in their own individual statements of financial position, these items always net off exactly. These line items are required to be shown under IFRS in the consolidated statement of comprehensive income, the consolidated statement of financial position and the consolidated statement of cash flows, but have zero net effect.

Cash and investments held for the benefit of ILUK and ILInt policyholders have fallen to GBP22.17 billion (FY21: GBP23.05 billion). This fall of 4% is entirely consistent with the fall in total FUD on the investment platform.

Capital resources and capital management

To enable the Group to offer a wide range of tax wrappers, there are three regulated entities within the Group: a UK investment firm, a UK life insurance Company and an Isle of Man life insurance Company.

Each regulated entity maintains capital well above the minimum level of regulatory capital required, ensuring sufficient capital remains available to fund ongoing trading and future growth. Cash and investments in short-dated gilts are held to cover regulatory capital requirements and tax liabilities.

The regulatory capital requirements and resources in ILUK and ILInt are calculated by reference to economic capital-based regimes.

IFAL, from the 1 January 2022, has been subject to new regulatory capital and liquidity rules with the implementation in the UK of the MIFIDPRU rule book. The new prudential rules introduce revised approach for the calculation of capital requirements reflecting new 'K' factor requirements that cover potential harms arising from business activities. The K factors are calculated on formulas for assets and cash under administration

Regulatory Capital as at 30 September 2022

 
 
                      Regulatory           Regulatory   Regulatory 
            Capital requirements    Capital resources        cover 
                            GBPm                 GBPm            % 
 IFAL                       32.2                 39.7        123.2 
 ILUK                      193.5                245.7        127.0 
 ILInt                      25.1                 44.0        175.3 
 

All of the Company's regulated subsidiaries continue to hold regulatory capital resources well in excess of their regulatory capital requirements. We will maintain sufficient regulatory capital and an appropriate level of working capital. We will use retained capital to further invest in the delivery of our service to clients, pay dividends to shareholders and provide fair rewards to employee.

Capital as at 30 September 2022

 
 
                                                             GBPm 
 Total equity                                               173.2 
 Loans and receivables, intangible assets and property, 
  plant and equipment                                      (30.6) 
 Available capital pre dividend                             142.6 
 Interim dividend declared                                 (23.2) 
 Available capital post dividend                            119.4 
 Additional risk appetite capital                          (76.2) 
 Surplus                                                     43.2 
 

Additional risk appetite capital is capital the board considers to be appropriate for it to hold to ensure the smooth operation of the business such that it is able to meet future risks to the business plan and future changes to regulatory capital requirements without recourse to additional capital.

The board considers the impact of regulatory capital requirements and risk appetite levels on prospective dividends from all of its regulated subsidiaries.

Our Group's Pillar 3 document contains further details and can be found on our website at: https://www.integrafin.co.uk/legal-and-regulatory-information/ Pillar 3 Disclosures.

As stated in the Chair's report, t he board has declared a second interim dividend for the year of 7.0 pence per ordinary share, taking the total dividend for the year to 10.2 pence per share (2021: 10.0p)

Dividends

During the year to 30 September 2022, IHP (the Company) paid a second interim dividend of GBP23.2 million to shareholders in respect of financial year 2021 and a first interim dividend of GBP10.6 million in respect of financial year 2022.

In respect of the second interim dividend for financial year 2022, the board has declared a dividend of 7.0 pence per ordinary share (FY21: 7.0p).

The financial year 2022 total dividends paid and declared of GBP33.8 million compares with full year interim dividends of GBP33.1 million in respect of financial year 2021.

Principal risks and uncertainties

The directors, in conjunction with the board and ARC, have undertaken a review of the potential risks to the Group that could undermine the successful achievement of its strategic objectives, threaten its business model or future performance and considered non-financial risks that might present operational disruption.

The tables below set out the Group's principal risks and uncertainties, the risk trend for 2022 together with a summary of how we manage and mitigate the risks.

 
 Business and strategic risks 
--------------------------------------------------------------------------------------------------- 
 Principal risk and                      Management and controls          2022 risk trend: 
  uncertainty 
--------------------------------------  -------------------------------  -------------------------- 
      Service standard failure           We manage the risk of             Increase 
       (including unexpected              service standards failure 
       outflow risk) - Our                by ensuring our service 
       high levels of client              standards do not deteriorate. 
       and adviser retention              This is achieved by 
       are dependent upon our             providing our client              We remain a recognised 
       consistent and reliable            service teams with extensive      top platform service 
       levels of service. Failure         initial and ongoing               provider by the 
       to maintain these service          training, supported               industry, with 
       levels would affect                by experienced subject            steady increases 
       our ability to attract             matter experts and managers.      in the number 
       and retain business.               Service levels are monitored      of advisers and 
       There is a potential               and quality checked               clients on our 
       risk for a net outflow             and any deviation from            core platform 
       (i.e. greater level                expected service levels           system. The challenges 
       of withdrawals or transfers)       is addressed. We also             facing the business 
       than expected impacting            conduct satisfaction              and the wider 
       profitability.                     surveys to ensure our             industry, have 
                                          service levels are still          increased during 
       Aligned to strategic               perceived as excellent            the year, however 
       objectives                         by our clients and their          monitoring service 
       1. Drive Growth                    advisers. Service standards       metrics has allowed 
       2. Grow Earnings                   are also dependent on             us to identify 
                                          resilient operations,             the areas where 
                                          both current and forward          processing backlogs 
                                          looking, ensuring that            have arisen and 
                                          risk management is in             to deliver targeted 
                                          place.                            remediation plans 
                                                                            to ensure customer 
                                                                            outcomes and service 
                                                                            standards are 
                                                                            maintained. 
 
                                                                            T4A continues 
                                                                            to develop the 
                                                                            delivery of NEXT 
                                                                            GENERATION CURO 
                                                                            and the team has 
                                                                            grown to meet 
                                                                            client demand. 
                                        -------------------------------  -------------------------- 
 Diversion of platform                   The risk of reduced              Stable 
  development resources                   investment in the platform 
  -                                       is managed through a 
  Maintaining our quality                 disciplined approach 
  and relevance requires                  to expense management 
  ongoing investment.                     and forecasting. We              The risk has remained 
  Any reduction in investment             horizon scan for upcoming        broadly unchanged 
  due to diversion of                     regulatory and taxation          over the year. 
  resources to other non-discretionary    regime changes and maintain      We remain proactive 
  expenditure (for example,               contingency to allow             in embedding regulatory 
  regulatory developments)                for unexpected expenses          changes (e.g. 
  may affect our competitive              e.g. UK Financial Services       IFPR, Operational 
  position.                               Compensation Scheme              Resilience) through 
                                          (FSCS) levies, which             our business as 
                                          ensures we do not need           usual model. Our 
  Aligned to strategic                    to compromise on investment      platform developers 
  objectives                              in our platform to a             remain responsive 
  1. Drive growth                         degree that affects              to the business 
  2. Invest in the business               our offering.                    and have increased 
  3. Grow earnings                                                         developer resources 
                                                                           over the year. 
                                                                           We are responsive 
                                                                           to tax rate changes 
                                                                           relevant to our 
                                                                           products without 
                                                                           lengthy Platform 
                                                                           development lead 
                                                                           times. 
                                        -------------------------------  -------------------------- 
 Increased competition                   Competitor risk is mitigated     Increase 
  - We operate in a competitive           by focusing on providing 
  market. Increased levels                exceptionally high levels 
  of competition for clients              of service and being 
  and advisers; improvements              responsive to client 
  in offerings from other                 and financial adviser            The market remains 
  investment platforms;                   demands through an efficient     competitive with 
  and consolidation in                    process and operational          an increasing 
  the adviser market                      base. We continue to             number of on-line 
  may all make it more                    develop our digital              application based 
  challenging to attract                  strategy expanding our           products available 
  and retain business.                    Transact on-line interface       to individuals. 
                                          allowing advisers direct         In addition the 
                                          processing onto the              FCA undertake 
  Aligned to strategic                    platform. This is more           ongoing reviews 
  objectives                              cost effective and allows        on the delivery 
  1. Drive growth                         us to continue to increase       of the "Investment 
  3. Grow earnings                        the value-for-money              platforms market 
                                          of our service by reducing       study" from 2019 
                                          client charges, subject          which encourages 
                                          to profit and capital            the transparency 
                                          parameters when deemed           of communication 
                                          appropriate.                     to clients and 
                                                                           advisers on pricing 
                                          The Group continues              and charging structures. 
                                          to review its business           The new FCA Consumer 
                                          strategy and growth              Duty rules further 
                                          potential. In this regard,       raise expectations 
                                          it primarily considers           for platform providers 
                                          organic opportunities            to test and assess 
                                          that will enhance or             value-for-money 
                                          complement its current           products, services 
                                          service offerings to             and fee advice. 
                                          the adviser market.              The advised market 
                                                                           remains our key 
                                                                           target and our 
                                                                           platform service 
                                                                           and developments 
                                                                           remain award winning. 
                                                                           Positioning and 
                                                                           delivering our 
                                                                           digital TOL services 
                                                                           forms a key part 
                                                                           to our business 
                                                                           strategy improving 
                                                                           both functionality 
                                                                           and service efficiency. 
 
                                                                           T4A continues 
                                                                           to broaden our 
                                                                           service offering 
                                                                           to advisers. We 
                                                                           also continue 
                                                                           to support the 
                                                                           diversification 
                                                                           of the adviser 
                                                                           market through 
                                                                           the Vertus scheme 
                                                                           which continues 
                                                                           to be successful. 
                                        -------------------------------  -------------------------- 
 
 
 Financial risks 
 Principal risk and              Management and controls            Change over the 
  uncertainty                                                        year 
                                ---------------------------------  -------------------------- 
 Stock and bond market           The risk of stock and              Increase 
  volatility (Market Risk)        bond market volatility, 
  - our core business             and the impact on revenue, 
  revenue is derived from         is mitigated through               The risk to FUD 
  our platform business           a wide asset offering              from stock and 
  which has a fee structure       which ensures we are               bond market volatility 
  based upon a percentage         not wholly correlated              remains high. 
  of our FUD. Sustained           with one market, and               External factors 
  equity and bond volatility      which enables clients              continue to influence 
  has an impact on the            to switch assets in                equity markets 
  revenue streams of the          times of uncertainty.              in 2022 which 
  platform business.              In particular, clients             have significantly 
                                  are able to switch into            unwound much of 
  Aligned to strategic            cash assets, which remain          the post COVID 
  objectives                      on our platform. Our               2021 re-bound. 
  1. Drive growth                 wrapper fees are not               The Ukraine/Russia 
  3. Grow earnings                impacted by market volatility      war has set inflationary 
  4. Maintain cash generation     as they are based on               and economic shockwaves 
  5. Maintain strong balance      a fixed quarterly charge.          globally, impacting 
  sheet                           We retain a good insight           energy prices 
  6. Deliver on dividend          of our business processes          and supply chains. 
  policy                          in order to ensure efficiencies    The changes in 
                                  are captured which coupled         Prime Ministers 
                                  with further online                in the UK has 
                                  processing allows us               seen a shift in 
                                  to closely monitor and             policy on tax 
                                  control expenses. A                and fiscal support 
                                  strong investment platform         at a macro-economic 
                                  service and sales and              level as well 
                                  marketing activity ensures         as for individuals 
                                  we attract new advisers            and businesses. 
                                  and clients. Sustaining            A significant 
                                  positive net inflows               level of uncertainty 
                                  during turbulent times             remains in the 
                                  presents the potential             success the measures 
                                  for longer term profitability.     taken by Governments 
                                                                     and Central Banks, 
                                  Our average daily FUD              who are facing 
                                  for the financial year             decade highs in 
                                  has increased at GBP52.5bn         interest rates 
                                  (2021: GBP47.2bn). The             in their attempts 
                                  Transact platform is               to tackle inflation, 
                                  utilised by clients                will have. Stock 
                                  and advisers for long-term         and bond market 
                                  financial planning and             volatility is 
                                  outflows have remained             expected to continue 
                                  relatively stable during           for the foreseeable 
                                  the course of the year.            future with a 
                                  However, the closing               consequential 
                                  value of FUD year on               impact on the 
                                  year has reduced by                value of our FUD. 
                                  3.9% which is a direct 
                                  reflection of the downward 
                                  market movements in 
                                  the first six months 
                                  of 2022. Net inflows 
                                  onto the platform remained 
                                  robust throughout the 
                                  year and represents 
                                  a strong pipeline for 
                                  future platform growth. 
                                ---------------------------------  -------------------------- 
 Uncontrolled expense            The most significant               Increase 
  risk - Higher expenses          element of our expense 
  than expected and budgeted      base is employee costs. 
  for would adversely             These are controlled               The risk has increased 
  impact cash profits.            through modelling employee         over the year 
  Economic drivers e.g.           requirements against               as a direct result 
  sustained levels of             forecast business volumes.         of inflationary 
  high inflation can impact       Planned investment in              pressures on the 
  the cost base of the            IT and software development        UK and Global 
  business irrespective           deliver enhancements               economy. The Group 
  of business volumes             to our proprietary platform        has made supportive 
  e.g. through salary             enabling us to implement           cost of living 
  rises, premises, utility        enhanced straight through          salary increases 
  bills and external levies       processing of operational          to employees, 
  and legal fees. The             activities. A robust               and actively recruited 
  suppliers are also wrestling    multi-year costing plan            IT and developers 
  with the requirements           is produced which reflects         to support the 
  of climate initiatives          the strategic initiatives          business. Occupancy 
  with unit costs for             of the business. This              and utility costs 
  sustainable or green            captures planned investment        as a result of 
  energy and supplies             expenditure which build            inflation and 
  likely to attract a             our operational capability         employees returning 
  premium as organisations        and cost effective scalability     to the office 
  stride toward a net             of the business. Cost              have increased. 
  zero carbon footprint.          base variance analysis             Regulatory fees 
  Such costs are difficult        is completed with any              and professional 
  to control directly             expenditure that deviates          fees have also 
  and also unexpectedly           unexpectedly from plan             increased during 
  impact the base case            being rigorously reviewed          the year as a 
  budget.                         to assess the likely               result of the 
                                  trend with reforecasts             broad regulatory 
  Aligned to strategic            completed accordingly.             agenda. Slower 
  objectives                                                         rates of increase 
  4. Maintain cash generation                                        are expected in 
  6. Deliver on dividend                                             2023. 
  policy 
                                ---------------------------------  -------------------------- 
 Capital strain (including       We continuously monitor            Stable 
  Liquidity) - Unexpected,        the current and expected 
  additional capital or           future regulatory environment 
  liquidity requirements          and ensure that all                The expectation 
  imposed by regulators           regulatory obligations             for capital and 
  may negatively impact           are or will be met.                liquidity requirements 
  our solvency coverage           This provides a proactive          meets regulatory 
  ratio.                          control to mitigate                expectation. 
                                  this risk. Additionally, 
  Aligned to strategic            we carry out an assessment 
  objectives                      of our capital requirements, 
  5. Maintain strong balance      which includes assessing 
  sheet                           the regulatory capital 
  6. Deliver on dividend          required. We retain 
  policy                          a capital buffer over 
                                  and above the regulatory 
                                  minimum solvency capital 
                                  requirements. 
                                ---------------------------------  -------------------------- 
 Credit risk - loss              The Group seeks to invest          Stable 
  due to defaults from            its shareholder assets 
  holdings of cash and            in high quality, highly 
  cash equivalents, deposits,     liquid, short-dated                No change. 
  formal loans and reinsurance    investments. Maximum 
  treaties with banks             counterparty limits 
  and financial institutions.     are set for banks and 
                                  minimum credit quality 
  Aligned to strategic            steps are also set. 
  objectives                      The Vertus loan scheme 
  5. Maintain strong balance      has an agreed commitment 
  sheet                           level and the value 
                                  of the drawn and undrawn 
                                  balances are monitored 
                                  regularly. Loans are 
                                  made on approved business 
                                  cases. 
                                ---------------------------------  -------------------------- 
 
 
 Non-financial risks 
 Principal risk and                   Management and controls           Change over the 
  uncertainty                                                            year 
                                     --------------------------------  ---------------------------- 
 Reputational risk -                  The Risk Management               Stable 
  the risk that current                Framework provides the 
  and potential clients'               monitoring mechanisms 
  desire to do business                to ensure that reputational       Unchanged for 
  with the Group reduces               damage controls operate           the year. 
  due to a lower perception            effectively and reputational 
  in the market place                  risk is mitigated, to 
  of the Group's offered               some extent, by internal 
  services covering the                operational risk controls, 
  Transact platform and                error management and 
  T4A adviser support                  complaints handling 
  software.                            processes as well as 
                                       root cause analysis 
  Aligned to strategic                 investigations. 
  objectives 
  1. Drive growth 
-----------------------------------  --------------------------------  ---------------------------- 
 Operational risk (including          People                            Increase 
  operational resilience               We are very aware of 
  and the environment,                 our need to retain and 
  social and governance                attract experienced               The "great resignation" 
  (ESG) agenda) - the                  and competent people              from mid-2021 
  risk of loss arising                 within the business.              into the early 
  from inadequate or failed            The business announced            part of 2022 presented 
  internal processes,                  a new performance management      some initial difficulties 
  people and systems,                  and talent recognition            with the retention 
  or from external events.             programme which seeks             of employees and 
                                       to reward high performing         the ability to 
  People                               employee members and              attract new recruits 
  The inability to attract,            identify future leaders           in our UK and 
  retain and motivate                  and talent within the             Australian operations. 
  employees within the                 business. We maintain             Through a strong 
  business. Significant                a comprehensive career            group engagement 
  attrition rates of experienced       and training development          process we have 
  employees or an inability            programme and provide             been able to identify 
  to attract new employees             a flexible working environment    and address the 
  can have a detrimental               that meets our employee           gaps. 
  impact on the service                and business needs. 
  provided as well as                  These are supported 
  poor adherence to regulatory         by robust Group HR policies 
  procedures and requirements          and practices. 
  resulting in reputational 
  damage and potential 
  compliance breaches. 
 
 
 
 
 
                                                                         Initiatives that 
                                                                         include, a supportive 
                                                                         cost of living 
                                                                         pay increase; 
                                                                         implementation 
  IT Infrastructure and                IT Infrastructure and             of a new performance 
  software                             software                          management approach; 
  An aging and underinvested           The continuous and evolving       defined future 
  IT infrastructure and                sophistication of the             talent mapping 
  software has the potential           cyber threat to our               with a focus on 
  for causing the Company              IT infrastructure and             training and career 
  disruption through systems           maintaining business              development; the 
  outages, a failure to                resilience remain high            adoption of flexible 
  plan and maintain operational        on the operational risk           working arrangements 
  capacity and create                  agenda. Cyber detection           between the office 
  vulnerabilities to operational       tools are deployed,               and home, have 
  resilience and loss                  penetration testing               collectively managed 
  of a competitive market              and the assessment of             the risk position. 
  share as newer technology            controls to NIST standards 
  emerges.                             is regularly undertaken.          Key developments 
                                       Awareness training is             in our IT infrastructure 
                                       provided to ensure employee       are due to complete 
                                       understand and recognise          at the end of 
  IT Resiliency and Information        threats to our business           2022 with the 
  Security                             systems.                          full commissioning 
  The nature of the business                                             of new datacenters 
  requires the Group to                IT Resiliency and Information     giving more capacity 
  store and retrieve significant       Security                          and operational 
  volumes of information               The Group aims to minimise        resilience. 
  some of which is highly              its operational risks 
  sensitive.                           at all times through              Continued investment 
                                       a strong and well-resourced       in IT and software 
  Regulatory risk                      control and operational           development will 
  The regulated entities               structure. In particular,         deliver enhancements 
  within the Group have                the Group has in place            to our proprietary 
  a full and stretching                a dedicated financial             investment platform 
  agenda. A range of pronouncements    crime team and an on-going        and back office 
  made during the last                 fraud and cyber risk              software - with 
  18 months need transitioning         awareness programme.              enhanced functionality 
  effectively into business            Additionally, the Group           for UK clients 
  as usual, including                  carries out regular               and their advisers. 
  FCA PS22/9 Consumer                  IT system maintenance,            Furthermore, this 
  Duty and FCA PS21/3                  and system vulnerability          investment will 
  Operational Resilience.              testing. The Crisis               enable us to implement 
  It is imperative that                Management Team (CMT)             enhanced straight 
  these activities remain              reviews the Group's               through processing 
  on plan and meet the                 business continuity               of our operational 
  high standards expected.             plans during the course           activities, meaning 
                                       of the year.                      that we improve 
                                                                         our operational 
  Aligned to Strategic                 Beyond IT and cyber               efficiencies and 
  Objectives                           security, the Company             the cost effective 
  1. Drive growth                      also has a function               scalability of 
  2. Invest in the business            lead by the Company's             our investment 
  3. Grow earnings                     data protection officer           platform. This 
  4. Maintain cash generation          to manage information             will reduce the 
                                       security risk and compliance      additional operational 
                                       with UK GDPR.                     employees required 
                                                                         to service additional 
                                       Regulatory focus                  clients and advisers 
                                       The Group has established         over the next 
                                       a series of projects              3 years. 
                                       to deliver against the 
                                       regulatory requirements           Meeting the regulatory 
                                       it faces. We use our              agenda is primary 
                                       subject matter experts            to our operations 
                                       to interpret and business         for our core platform 
                                       lines to implement policies       business. The 
                                       and procedures aligned            agenda remains 
                                       to expectations. In               challenging but 
                                       addition, Group Internal          we remain on track 
                                       Audit undertake thematic          to deliver in 
                                       reviews of the regulatory         line with required 
                                       projects throughout               target dates. 
                                       the course of delivery 
                                       to ensure scoping, gap 
                                       analysis and delivery 
                                       plans and actions are 
                                       adequately covered. 
                                       This review also reflects 
                                       on our internal governance 
                                       ensuring the board retain 
                                       ownership receiving 
                                       effective communication 
                                       and updates. 
 
                                       Operations form an integral 
                                       part of the ESG agenda 
                                       and we are embracing 
                                       the developments by 
                                       continuing to work towards 
                                       understanding the impact 
                                       of climate change on 
                                       the business operations 
                                       and ensuring diversity 
                                       and inclusion is actively 
                                       embedded across all 
                                       areas of the business. 
                                       A consistent application 
                                       of the risk management 
                                       framework, has supported 
                                       the Group allowing management 
                                       to make effective and 
                                       informed risk based 
                                       operational decisions. 
-----------------------------------  --------------------------------  ---------------------------- 
                                                                        Increase 
   Geopolitical risk -                  Geopolitical risk cannot 
   the risk of changes                  be directly mitigated 
   in the political landscape           by the Group. However,           The external geo-political 
   disrupting the operations            through close monitoring         environment in 
   of the business or resulting         of developments through          2022 has become 
   in significant development           its risk horizon scanning        increasingly uncertain 
   costs.                               process, potential impacts       through a series 
                                        are taken into consideration     of significant 
   Aligned to strategic                 as part of the business          global events 
   objectives                           planning process.                including the 
   1. Drive growth                                                       Ukraine/Russia 
   2. Invest in the business                                             war, trade tensions 
   3. Grow earnings                                                      between USA and 
   4. Maintain cash generation                                           China, global 
   5. Maintain strong balance                                            energy crisis 
   sheet                                                                 and supply chain 
   6. Deliver on dividend                                                issues. Within 
   policy                                                                the UK, political 
                                                                         events are causing 
                                                                         disruption to 
                                                                         markets and macroeconomics 
                                                                         with a direct 
                                                                         impact on FUD 
                                                                         for the Group. 
                                     --------------------------------  ---------------------------- 
 

Emerging risk focus

The management approach to risk ensures that we identify and monitor a series of emerging risks. These have a degree of uncertainty around the likelihood and impact on the business. The more significant emerging risks in the near, medium and longer term are set out below and are regularly reported and assessed through the governance Committees.

We have classified the profile of these risks as follows; Near-term is considered to represent the next 12 months; Medium-term between 1 and 3 years and longer-term is 3 years and beyond.

 
 Near-term 
 risks            *    Prolonged poor economic outlook for the UK         *    A sustained level of UK economic disruption with high 
                                                                               inflation and interest rates, volatile bond and 
                                                                               equity markets and potential house price slumps is 
                                                                               expected to impact investing clients' confidence. 
                                                                               Investors might seek to withdraw funds to meet their 
                                                                               cost of living increase which would impact the value 
                                                                               of our FUD and future income streams. 
 
                  *    Geopolitical risk                                  *    The potential for further geopolitical global shocks 
                                                                               is increasing. In addition to the humanitarian impact 
                                                                               of the Ukraine/Russia war, a severe energy crisis has 
                                                                               emerged impacting European countries which is 
                                                                               impacting the post COVID economic recovery and cost 
                                                                               of living. The potential for a further deterioration 
                                                                               in USA and China trading arrangements may well impact 
                                                                               supply chains especially the computer chip market. 
                                                                               Sanctions reprisals with Russia might lead to 
                                                                               technology reprisals through cyber threats on the 
                                                                               financial services sector. 
              -------------------------------------------------------  ------------------------------------------------------------- 
 
                 *    Financial Crime Fraud                               *    The emergence of more sophisticated instances of 
                                                                               financial crime impacting our security and reputation 
                                                                               across the client base. 
              -------------------------------------------------------  ------------------------------------------------------------- 
                                                                        The independent adviser model is 
                 *    Disruptive market influences                       dramatically impacted as a result 
                                                                         of prolonged economic factors, 
                                                                         new technological entrants and 
                                                                         a more aggressive acquisition by 
                                                                         vertically integrated firms reducing 
                                                                         our adviser/client base. 
              -------------------------------------------------------  ------------------------------------------------------------- 
 Medium-term 
  risks          *    Climate change                                      *    A disorderly transition towards a low carbon economy 
                                                                               might lead to additional and burdensome regulation 
                                                                               and policies being imposed on companies. This has the 
                                                                               potential to have two impacts, firstly on the value 
                                                                               of other companies and, hence, our FUD with the 
                                                                               consequence of impacting our revenues; secondly on 
                                                                               the cost base from our suppliers imposing a premium 
                                                                               as we strive to deliver our operational climate 
                                                                               strategies in terms of premises, workforce travel, 
                                                                               energy suppliers and the supply and disposal of 
                                                                               consumables, e.g. IT equipment, paper, water. 
              -------------------------------------------------------  ------------------------------------------------------------- 
 
                 *    Regulatory changes and a shifting focus             *    Changing expectations of the UK and Isle of Man 
                                                                               regulators. Increasing regulatory scrutiny or focus 
                                                                               impacting our platform business model. 
 
 
                                                                          *    Shift in tax regime which may alter the tax benefits 
                                                                               of pensions and ISAs. The shift in the tax treatment 
                                                                               of savings commonly referenced as EET and TEE [1] . 
 
 
                                                                          *    Changes in international tax rules and the impact on 
                                                                               the Group's Isle of Man Company, ILInt, with the 
                                                                               potential for IOM corporate profits to be taxed at 
                                                                               15%. 
              -------------------------------------------------------  ------------------------------------------------------------- 
 Longer-term 
  risks         *    Generational shift in customers and expectations     *    The aging population is shifting the longer term 
                                                                               savings habits and expectations. The cost of an aging 
                                                                               demographic population suggests that higher taxes may 
                                                                               be required of a smaller working population creating 
                                                                               less savings opportunities. Surveys suggest that 
                                                                               Gen-X and Millennials are more conservative investors 
                                                                               with many indicating a preference to hold cash. The 
                                                                               further advancement of technology may well impact the 
                                                                               employment markets and our target markets in the 
                                                                               longer term. 
              -------------------------------------------------------  ------------------------------------------------------------- 
 

The directors have carried out a robust assessment of the principal and emerging risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity, and have concluded that the Group is well positioned to manage these risks.

Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable United Kingdom law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the Group and parent Company financial statements in accordance with UK-adopted international accounting standards ("IFRSs"). 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 Group and the Company and of the profit or loss of the Group and the Company for that period.

In preparing these financial statements the directors are required to:

-- select suitable accounting policies in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;

   --              make judgements and accounting estimates that are reasonable and prudent; 

-- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

-- provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Group and Company financial position and financial performance;

-- in respect of the Group financial statements, state whether UK-adopted international accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-- in respect of the parent Company financial statements, state whether UK-adopted international accounting standards, have been followed, subject to any material departures disclosed and explained in the financial statements; and

-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company and/ or the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's and Group's transactions and disclose with reasonable accuracy, at any time, the financial position of the Company and the Group and enable them to ensure that the Company and the Group financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and parent Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website.

Directors' responsibilities pursuant to DTR4

The directors confirm, to the best of their knowledge:

-- that the consolidated financial statements, prepared in accordance with UK-adopted international accounting standards give a true and fair view of the assets, liabilities, financial position and profit of the parent Company and undertakings included in the consolidation taken as a whole;

-- that the annual report, including the strategic report, includes a fair review of the development and performance of the business and the position of the Company and undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

-- that they consider the annual report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

By order of the board,

Helen Wakeford

Company Secretary

13 December 2022

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 
                                                   Note                      2022        2021 
                                                                            GBP'm       GBP'm 
 Revenue 
 
 Fee income                                           5                     133.6       123.7 
 Cost of sales                                                              (2.1)       (1.5) 
 Gross profit                                                               131.5       122.2 
 
 Expenses 
 Administrative expenses                              8                    (77.7)      (58.8) 
 Credit loss allowance on financial assets           22                     (0.2)       (0.2) 
 Operating profit                                                            53.6        63.2 
------------------------------------------------  -----  ------------------------  ---------- 
 
 Interest expense                                    25                     (0.1)       (0.2) 
 Interest income                                      9                       0.8         0.1 
 
 Net policyholder returns(1) 
 Net income/(loss) attributable to policyholder 
  returns                                                                  (38.5)        31.5 
 Change in investment contract liabilities                                2,770.3   (2,736.1) 
 Fee and commission expenses                         18                   (192.6)     (204.1) 
 Policyholder investment returns                     10                 (2,577.7)     2,940.2 
------------------------------------------------  -----  ------------------------  ---------- 
 Net policyholder returns                                                  (38.5)        31.5 
 
 Profit on ordinary activities before taxation 
  attributable to policyholders and shareholders                             15.8        94.6 
 
 Policyholder tax credit/(charge)                                            38.5      (31.0) 
 Profit on ordinary activities before taxation 
  attributable to shareholders                                               54.3        63.6 
 
 Total tax attributable to shareholder 
  and policyholder returns                           11                      28.2      (43.5) 
 Less: tax attributable to policyholder 
  returns                                                                  (38.5)        31.0 
------------------------------------------------  -----  ------------------------  ---------- 
 Shareholder tax on profit on ordinary 
  activities                                                               (10.3)      (12.5) 
 
 Profit for the financial year                                               44.0        51.1 
 
 Other comprehensive (loss)/income 
 
 Exchange (losses)/gains arising on translation 
  of foreign operations                                                       0.1       (0.1) 
 Total other comprehensive (losses)/income 
  for the financial year                                                      0.1       (0.1) 
 
 Total comprehensive income for the financial 
  year                                                                       44.1        51.0 
------------------------------------------------  -----  ------------------------  ---------- 
 Earnings per share 
------------------------------------------------  -----  ------------------------  ---------- 
 Earnings per share - basic and diluted               7                     13.3p       15.4p 
 
 

(1) See note 1 for details on the presentational changes to policyholder balances.

All activities of the Group are classed as continuing.

Notes 1 to 35 form part of these Financial Statements.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 
                                      Note           2022           2021 
                                                    GBP'm          GBP'm 
 Non-current assets 
 Loans                                  16            5.5            3.4 
 Intangible assets                      12           21.8           22.3 
 Property, plant and equipment          13            1.2            1.8 
 Right-of-use assets                    14            2.1            3.6 
 Deferred tax asset                     26            6.0            0.7 
                                                     36.6           31.8 
 Current assets 
 Financial assets at fair 
  value through profit or loss          21            3.1            5.1 
 Other prepayments and accrued 
  income                                22           17.2           16.0 
 Trade and other receivables            23            2.0            3.7 
 Cash and cash equivalents              19          183.0          176.1 
 Current tax asset                                   15.0            1.1 
                                                    220.3          202.0 
 Current liabilities 
 Trade and other payables               24           21.5           17.4 
 Provisions                             28           10.7           11.6 
 Lease liabilities                      25            1.9            2.3 
                                                     34.1           31.3 
 Non-current liabilities 
 Provisions                             28           46.1            6.2 
 Contingent consideration               29            1.7            0.8 
 Lease liabilities                      25            0.9            2.7 
 Deferred tax liabilities               26            0.9           29.5 
-----------------------------------  -----  -------------  ------------- 
                                                     49.6           39.2 
 Policyholder assets and 
  liabilities (1) 
 Cash held for the benefit 
  of policyholders                      20        1,458.6        1,266.3 
 Investments held for the 
  benefit of policyholders              17       20,715.8       21,787.1 
 Liabilities for linked investment 
  contracts                             18     (22,174.4)     (23,053.4) 
                                                        -              - 
 Net assets                                         173.2          163.3 
-----------------------------------  -----  -------------  ------------- 
 
 Equity 
 Called up equity share capital                       3.3            3.3 
 Share-based payment reserve            30            2.6            2.4 
 Employee Benefit Trust reserve         31          (2.4)          (2.1) 
 Foreign exchange reserve               32              -          (0.1) 
 Non-distributable reserves             32            5.7            5.7 
 Non-distributable insurance 
  reserves                              32              -            0.5 
 Retained earnings                                  164.0          153.6 
-----------------------------------  -----  -------------  ------------- 
 Total equity                                       173.2          163.3 
-----------------------------------  -----  -------------  ------------- 
 

(1) See note 1 for details on the presentational changes to policyholder balances.

These Financial Statements were approved by the Board of Directors on 13 December 2022 and are signed on their behalf by:

Alexander Scott

Director

Company Registration Number: 08860879

Notes 1 to 35 form part of these Financial Statements

COMPANY STATEMENT OF FINANCIAL POSITION

 
                                      Note     2022     2021 
                                              GBP'm    GBP'm 
 
 Non-current assets 
 Investment in subsidiaries             15     33.3     31.6 
 Loans receivable                       16      5.5      3.4 
                                               38.8     35.0 
 Current assets 
 Prepayments                            22      0.1        - 
 Other receivables                      23      0.2      0.1 
 Cash and cash equivalents                     33.1     31.0 
-----------------------------------  -----  -------  ------- 
                                               33.4     31.1 
 Current liabilities 
 Trade and other payables               24      2.4      2.4 
 Loans payable                          16      1.0      1.0 
-----------------------------------  -----  -------  ------- 
                                                3.4      3.4 
 Non-current liabilities 
 Contingent consideration               29      1.7      0.8 
 Loans payable                          16      7.0      8.0 
-----------------------------------  -----  -------  ------- 
                                                8.7      8.8 
 
 Net assets                                    60.1     53.9 
-----------------------------------  -----  -------  ------- 
 
 Equity 
 Called up equity share capital                 3.3      3.3 
 Share-based payment reserve            30      2.2      1.7 
 Employee Benefit Trust reserve         31    (2.1)    (1.8) 
 Profit or loss account 
 Brought forward retained earnings             50.7     42.0 
 Profit for the year                           39.8     37.2 
 Dividends paid in the year                  (33.8)   (28.5) 
-----------------------------------  -----  -------  ------- 
 Profit or loss account                        56.7     50.7 
 
 Total equity                                  60.1     53.9 
-----------------------------------  -----  -------  ------- 
 
 

The Company has taken advantage of the exemption in section 408 (3) of the Companies Act 2006 not to present its own income statement in these financial statements.

These Financial Statements were approved by the Board of Directors on 13 December 2022 and are signed on their behalf by:

Alexander Scott

Director

Company Registration Number: 08860879

Notes 1 to 35 form part of these Financial Statements.

CONSOLIDATED STATEMENT OF CASH FLOWS

 
  Note                                                                 2022            2021 
                                                                      GBP'm           GBP'm 
 Cash flows from operating activities 
 Profit on ordinary activities before 
  taxation                                                             54.3            63.6 
 
 Adjustments for income statement non-cash 
  movements: 
 Amortisation and depreciation                                          3.0             3.1 
 Share-based payment charge                                             2.0             1.9 
 Release of actuarial provision                                       (0.5)               - 
 
 Adjustments for cash effecting investing 
  activities: 
 Interest on cash and loans                                           (0.8)           (0.1) 
 Interest charged on lease                                              0.1             0.2 
 Decrease/(increase) in current asset 
  investments                                                           2.0           (0.1) 
 
 Adjustments for statement of financial 
  position movements: 
 Decrease / (increase) in trade and 
  other receivables                                                     0.5           (1.3) 
 Increase / (decrease) in trade and 
  other payables                                                        4.0           (2.1) 
 Increase in contingent consideration                                   0.9             0.7 
 Decrease in share-based payment reserve                              (1.3)           (1.2) 
 Increase / (decrease) in provisions                                   39.0           (7.4) 
 
 Adjustments for policyholder balances: 
 (Decrease)/ increase in investments 
  held for the benefit of policyholders                             1,071.3       (5,059.9) 
 Increase in liabilities for linked 
  investment contracts                                              (879.0)         4,940.5 
 (Decrease)/increase in policyholder 
  tax recoverable                                                    (44.5)            19.4 
 
 Cash generated (used in)/generated 
  from operations                                                     251.0          (42.7) 
 Income taxes paid                                                   (13.5)          (13.3) 
 Interest paid on lease liabilities                                   (0.1)           (0.2) 
-----------------------------------------------------------  --------------  -------------- 
 Net cash flows (used in)/generated 
  from operating activities                                           237.5          (56.2) 
 
 Investing activities 
 Acquisition of tangible assets                                       (0.4)           (0.7) 
 Acquisition of subsidiary, net of cash 
  acquired                                                                -           (7.9) 
 Increase in loans                                                    (2.1)           (0.8) 
 Interest on cash held                                                  0.8             0.1 
-----------------------------------------------------------  --------------  -------------- 
 Net cash used in investing activities                                (1.7)           (9.3) 
 
 Financing activities 
 Purchase of own shares in Employee 
  Benefit Trust                                                       (0.5)           (1.0) 
 Equity dividends paid                                               (33.7)          (28.5) 
 Repayment of lease liabilities                                       (2.4)           (2.3) 
                                                             --------------  -------------- 
 Net cash used in financing activities                               (36.6)          (31.8) 
 
                                           CONSOLIDATED STATEMENT OF CASH FLOWS (continued) 
 Net (decrease)/increase in cash and 
  cash equivalents                                                    199.2          (97.3) 
 Cash and cash equivalents at beginning 
  of year                                                           1,442.4         1,539.8 
 Exchange (losses)/gains on cash and 
  cash equivalents                                                        -           (0.1) 
 Cash and cash equivalents at end of 
  year                                                              1,641.6         1,442.4 
-----------------------------------------------------------  --------------  -------------- 
 
 Cash and cash equivalents consist 
  of: 
-----------------------------------------------------------  --------------  -------------- 
 Cash and cash equivalents                                            183.0           176.1 
-----------------------------------------------------------  --------------  -------------- 
 Cash held for the benefit of policyholders                         1,458.6         1,266.3 
-----------------------------------------------------------  --------------  -------------- 
 Cash and cash equivalents                                          1,641.6         1,442.4 
-----------------------------------------------------------  --------------  -------------- 
 
 

Notes 1 to 35 form part of these Financial Statements.

COMPANY STATEMENT OF CASH FLOWS

 
                          Note                                           2022                   2021 
                                                                      GBP'000                GBP'000 
 
 Cash flows from operating activities 
 Loss before interest and dividends                                     (4.9)                  (4.8) 
 
 Adjustment for statement of financial 
  position movements: 
 Decrease/(increase) in trade and other 
  receivables                                                           (0.2)                    0.2 
 Increase/(decrease) in trade and other 
  payables                                                                  -                    1.7 
 Increase in contingent consideration                                     0.9                    0.7 
 Settlement of share-based payment 
  reserve                                                               (1.3)                  (1.1) 
 Net cash flows used in operating 
  activities                                                            (5.5)                  (3.3) 
 
 Investing activities 
 Acquisition of subsidiary                                                  -                  (8.6) 
 Purchase of subsidiary share capital                                       -                  (4.0) 
 Dividends received                                                      45.0                   42.1 
 Interest received                                                        0.2                    0.1 
 Increase in loans receivable                                           (2.0)                  (0.8) 
------------------------------------------------------  ---------------------  --------------------- 
 Net cash generated from investing 
  activities                                                             43.3                   28.8 
 
 Financing activities 
 Purchase of own shares in Employee 
  Benefit Trust                                                         (0.5)                  (0.9) 
 Increase in loans payable                                                  -                   10.0 
 Repayment of loans                                                     (1.0)                  (1.0) 
 Interest expense on loans                                              (0.2)                  (0.2) 
 Equity dividends paid                                                 (33.8)                 (28.5) 
                                                                               --------------------- 
 Net cash used in financing activities                                 (35.5)                 (20.6) 
 
 Net increase in cash and cash equivalents                                2.2                    4.9 
 
 Cash and cash equivalents at beginning 
  of year                                                                31.0                   26.1 
 Cash and cash equivalents at end 
  of year                                                                33.2                   31.0 
------------------------------------------------------  ---------------------  --------------------- 
 
 

Notes 1 to 35 form part of these Financial Statements.

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 
                                      Non-distributable 
                                              insurance   Share-based   Employee 
                              Share           and other       payment    Benefit    Retained 
                            capital            reserves       reserve      Trust    earnings   Total equity 
                              GBP'm               GBP'm          GBPm      GBP'm       GBP'm          GBP'm 
 
 Balance at 
  1 October 2020                3.3                 6.2           1.7      (1.1)       130.8          140.9 
 Comprehensive 
  income for 
  the year: 
 Profit for 
  the year                        -                   -             -          -        51.1           51.1 
 Movement in 
  currency translation            -               (0.1)             -          -           -          (0.1) 
-----------------------  ----------  ------------------  ------------  ---------  ----------  ------------- 
 Total comprehensive 
  income for 
  the year                        -               (0.1)             -          -        51.1           51.0 
 Share-based 
  payment expense                 -                   -           1.9          -           -            1.9 
 Settlement 
  of share based 
  payment                         -                   -         (1.2)          -           -          (1.2) 
 Purchase of 
  own shares 
  in EBT                          -                   -             -      (1.0)           -          (1.0) 
 Excess tax 
  relief charged 
  to equity                       -                   -           0.1          -           -            0.1 
 Other movement                   -                   -         (0.1)          -         0.1              - 
 
 Distributions 
  to owners - 
  Dividends paid                  -                   -             -          -      (28.5)         (28.5) 
 
 Balance at 
  30 September 
  2021                          3.3                 6.2           2.4      (2.1)       153.5          163.3 
-----------------------  ----------  ------------------  ------------  ---------  ----------  ------------- 
 Balance at 
  1 October 2021 
 Comprehensive 
  income for 
  the year: 
 Profit for 
  the year                        -                   -             -          -        44.0           44.0 
 Movement in 
  currency translation            -                 0.1             -          -           -            0.1 
-----------------------  ----------  ------------------  ------------  ---------  ----------  ------------- 
 Total comprehensive 
  income for 
  the year                        -                 0.1             -          -        44.0           44.1 
 Share-based 
  payment expense                 -                   -           2.0          -           -            2.0 
 Settlement 
  of share based 
  payment                         -                   -         (1.5)          -           -          (1.5) 
 Purchase of 
  own shares 
  in EBT                          -                   -             -      (0.5)           -          (0.5) 
 Excess tax 
  relief charged 
  to equity                       -                   -         (0.3)          -           -          (0.3) 
 Exercised share 
  options                         -                   -             -        0.2       (0.2)              - 
 Release of 
  actuarial reserve               -               (0.5)                        -         0.5              - 
 Other movement                   -                   -             -          -           -              - 
 
 Distributions 
  to owners - 
  Dividends paid                  -                   -             -          -      (33.9)         (33.9) 
 
 Balance at 
  30 September 
  2022                          3.3                 5.7           2.6      (2.4)       164.0          173.2 
-----------------------  ----------  ------------------  ------------  ---------  ----------  ------------- 
 
 

Notes 1 to 35 form part of these Financial Statements.

COMPANY STATEMENT OF CHANGES IN EQUITY

 
                                          Share-based   Employee 
                                  Share       payment    Benefit    Retained     Total 
                                capital       reserve      Trust    earnings    equity 
                                  GBP'm         GBP'm      GBP'm       GBP'm     GBP'm 
 
 Balance at 1 October 
  2020 
  Comprehensive income 
  for the year:                     3.3           1.1      (0.9)        42.0      45.5 
 Profit for the year                  -             -          -        37.2      37.2 
----------------------------  ---------  ------------  ---------  ----------  -------- 
 Total comprehensive income 
  for the year                        -             -          -        37.2      37.2 
 
 Settlement of share-based 
  payments                            -           0.6          -           -       0.6 
 Purchase of own shares 
  in EBT                              -             -      (0.9)           -     (0.9) 
 
 
 Distributions to owners 
  - dividends                         -             -          -      (28.5)    (28.5) 
 
 Balance at 30 September 
  2021                              3.3           1.7      (1.8)        50.7      53.9 
 
 Comprehensive income 
  for the year: 
 Profit for the year                  -             -          -        40.0      40.0 
----------------------------  ---------  ------------  ---------  ----------  -------- 
 Total comprehensive income 
  for the year                        -             -          -        40.0      40.0 
 
 Settlement of share-based 
  payments                            -           0.5          -           -       0.5 
 Purchase of own shares 
  in EBT                              -             -      (0.5)           -     (0.5) 
 
 
 Distributions to owners 
  - dividends                         -             -          -      (33.8)    (33.8) 
 
 Balance at 30 September 
  2022                              3.3           2.2      (2.3)        56.9      60.1 
----------------------------  ---------  ------------  ---------  ----------  -------- 
 

Notes 1 to 35 form part of these Financial Statements.

NOTES TO THE FINANCIAL STATEMENTS

   1.   Basis of preparation and significant accounting policies 

General information

IntegraFin Holdings plc (the "Company"), a public limited Company incorporated and domiciled in the United Kingdom ("UK"), along with its subsidiaries (collectively the "Group"), offers a range of services which are designed to help financial advisers and their clients to manage financial plans in a simple, effective and tax efficient way.

The registered office address, and principle place of business, is 29 Clement's Lane, London, EC4N 7AE.

a) Basis of preparation

The consolidated Financial Statements have been prepared and approved by the directors in accordance with UK-adopted International Accounting Standards.

The Financial Statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments, which are stated at their fair value, have been prepared in pound sterling, which is the functional currency of the Company and are rounded to the nearest thousand.

Climate risks have been considered where appropriate in the preparation of these Financial Statements, with particular consideration given to the impact of climate risk on the fair value calculations and impairment assessments. This has concluded that the impact of climate risk on the financial statements is not material.

The effects of the Ukraine/Russia war has been considered in the preparation of these Financial Statements, and the impact is not material.

Going concern

The financial statements have been prepared on a going concern basis, following an assessment by the board.

Going concern is assessed over the 12 month period from when the Annual Report is approved, and the board has concluded that the Group has adequate resources, liquidity and capital to continue in operational existence for the next 12 months. This is supported by:

   --      The current financial position of the Group: 

o The Group maintains a conservative balance sheet and manages and monitors solvency and liquidity on an ongoing basis, ensuring that it always has sufficient financial resources for the foreseeable future.

o As at 30 September 2022, the Group had GBP183.0 million of shareholder cash on the statement of financial position, demonstrating that liquidity remains strong.

   --      Detailed cash flow and working capital projections; and 

-- stress-testing of liquidity, profitability and regulatory capital, taking account of possible adverse changes in trading performance.

   1.   Basis of preparation and significant accounting policies (continued) 

When making this assessment, the board has taken into consideration both the Group's current performance and the future outlook, including the impact of events in Ukraine and rising inflation rates. Market volatility and uncertainty is expected to continue for some time, due to these evolving world events and the effect of measures taken to combat it, but the Group's fundamentals remain strong.

Stress and scenario testing has been carried out, in order to understand the potential financial impacts of severe, yet plausible, scenarios on the Group. This assessment incorporated a number of stress tests covering a broad range of scenarios, including external market shocks, internal system and security failures, and the worsening of the COVID pandemic.

Having conducted detailed cash flow and working capital projections, and stress-tested liquidity, profitability and regulatory capital, the board is satisfied that the Group is well placed to manage its business risks.

The board is also satisfied that it will be able to operate within the regulatory capital limits imposed by the Financial Conduct Authority (FCA), Prudential Regulation Authority (PRA), and Isle Man Financial Services Authority (IoM FSA). Accordingly, the board does not believe a material uncertainty exists that would have an effect on the going concern of the Group and have prepared the financial statements on a going concern basis.

Basis of consolidation

The consolidated Financial Statements incorporate the Financial Statements of the Company and its subsidiaries. Where the Company has control over an investee, it is classified as a subsidiary. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns from the investee, and the ability of the investor to use its power to affect those variable returns. Control is presumed to exist where the Group owns the majority of the voting rights of an entity. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control.

Subsidiaries are fully consolidated from the date on which control is obtained by the Company and are deconsolidated from the date that control ceases. Acquisitions are accounted for under the acquisition method. Intercompany transactions, balances, income and expenses, and profits and losses are eliminated on consolidation.

The Financial Statements of all of the wholly owned subsidiary companies are incorporated into the consolidated Financial Statements. Two of these subsidiaries, IntegraLife International LTD (ILInt) and IntegraLife UK Limited (ILUK) issue contracts with the legal form of insurance contracts, but which do not transfer significant insurance risk from the policyholder to the Company, and which are therefore accounted for as investment contracts.

In accordance with IFRS 9, the contracts concerned are therefore reflected in the consolidated statement of financial position as investments held for the benefit of policyholders, and a corresponding liability to policyholders.

   1.   Basis of preparation and significant accounting policies (continued) 

Presentational changes to Policyholder items

Presentational changes have been made to the consolidated statement of comprehensive income and the consolidated statement of financial position in order to provide information that is more relevant to users of the financial statements, by splitting out the policyholder and shareholder values. This revised structure is likely to continue going forward and prior year comparative information has also been reclassified.

Changes in accounting policies

i) There have been no new standards, amendments to standards or interpretations adopted during the financial year that had a material effect.

ii) Future standards, amendments to standards, and interpretations not yet effective are noted below.

The following amendments are effective for the period beginning 1 January 2023:

IFRS 17 Insurance Contracts

In June 2022, the IASB issued amendments to IFRS 17 which will replace IFRS 4 Insurance Contracts. IFRS 17 establishes the principles for the recognition, measurement, presentation and disclosure of insurance contracts within the scope of the Standard. The Group would be required to provide information that faithfully represents those contracts, such that users of the financial statements can assess the effect insurance contracts have on the entity's financial position, financial performance and cash flows.

The Group has performed an assessment regarding the impact of IFRS 17 on the Financial Statements and, while the insurance companies in the Group do administer insurance business and hold capital relating to the risks associated with this, the vast majority of contracts written by the insurance companies are investment contracts under IFRS 9, and the impact of IFRS 17 will therefore be negligible.

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

In January 2020, the IASB issued amendments to IAS 1 regarding the presentation of liabilities in the statement of financial position. Presentation between current and non-current liabilities is to be based on rights in existence at year end to defer settlement. The standard now explains that settlement includes the transfer of cash, goods, services, or equity instruments unless the obligation to transfer equity instruments arises from a conversion feature classified as an equity instrument, separate from the liability component the instrument. The surrounding wording is expected to reflect any right to defer the settlement by at least 12 months. Classifications are not expected to be impacted by expectations on whether the right to defer settlement will be exercised or not.

The Group has assessed the impact of this amendment and does not note any significant impact.

   1.   Basis of preparation and significant accounting policies (continued) 

Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)

In February 2021, the IASB issued amendments to IAS 1 to assist in determining which accounting policies to disclose, with reference to materiality and how to determine which policies fall into this category. IFRS Practice Statement 2 includes guidance to support this.

The Group has assessed the impact of this amendment and does not note any significant impact.

Definition of Accounting Estimates (Amendments to IAS 8)

In February 2021, the IASB issued amendments to IAS 8 to clarify how to distinguish changes in accounting policies from changes in accounting estimates. That distinction being that changes in accounting estimates are applied prospectively to future transactions and events, but changes in accounting policies are applied retrospectively to past transactions and events.

The Group has assessed the impact of this amendment and does not note any significant impact.

Deferred Tax Related to Assets and Liabilities arising from a Single Transaction

(Amendments to IAS 12)

In May 2021, the ISAB issued amendments to IAS 12 which will require recognition of deferred taxes on particular transactions which, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences.

The Group has assessed the impact of this amendment and does not note any significant impact.

No other f uture standards, amendments to standards, or interpretations are expected to have a material effect on the financial statements.

b) Principal accounting policies

Revenue from contracts with customers

Revenue represents the fair value of services supplied by the Company. All fee income is recognised as revenue on an accruals basis and in line with the provision of the services.

Fee income comprises:

Annual commission income

Annual commission is charged for the administration of products on the Transact platform, and is levied monthly in arrears on the average value of assets and cash held on the platform in the month.

   1.   Basis of preparation and significant accounting policies (continued) 

Wrapper fee income

Wrapper fees are charged for each of the tax wrappers held by clients, and are levied quarterly in arrears based on fixed fees for each wrapper type.

Annual commission and wrapper fees relate to services provided on an on-going basis, and revenue is therefore recognised on an on-going basis to reflect the nature of the performance obligations being discharged.

Accrued income on both annual commission and wrapper fees is recognised as a trade receivable on the statement of financial position, as the Group's right to consideration is conditional on nothing other than the passage of time.

Licence income

Licence income is the rental charge for use of access to T4A's CRM software. The rental charge is billed monthly in advance, based on the number of users. Revenue is recognised in line with the provision of the service.

Consultancy income

Consultancy income relates to consultancy services provided by T4A on an as-needs basis. Revenue is recognised when the services are provided.

Other income

This comprises buy commission and dealing charges. These are charges levied on the acquisition of assets, due upon completion of the transaction. Revenue is recorded on the date of completion of the transaction, as this is the date the services are provided to the customer.

Investment income

Interest on shareholder cash, policyholder cash and coupon on shareholder gilts are the three sources of investment income received. These are recognised in the Consolidated Statement of Comprehensive Income in interest income and within policy holder returns. Interest income is recognised using the effective interest method.

Fee and commission expenses

Fee and commission expenses are paid by ILUK and ILInt policyholders to their financial advisers. Expenses comprise annual commission which is levied monthly in arrears on the average value of assets and cash held on the platform in the month and upfront fees charged on new premiums on the platform.

Investments

Fixed asset investments in subsidiaries are stated at cost less any provision for impairment.

Other investments comprise UK Government fixed interest securities backing insurance contracts or held as shareholder investments. These investments are mandatorily held at 'fair value through profit or loss' at initial recognition and are stated at quoted bid prices which equates to fair value, with any resultant gain or loss recognised in profit or loss. Purchases and sales of securities are recognised on the trade date.

   1.   Basis of preparation and significant accounting policies (continued) 

Investment contracts - investments held for the benefit of policyholders

Investment contracts held for the benefit of policy holders are comprised of unit-linked contracts. Investments held for the benefit of policyholders are stated at fair value and reported on a separate line in the statement of financial position, see accounting policy on financial instruments for fair value determination. Investment contracts result in financial liabilities whose fair value is dependent on the fair value of underlying financial assets. They are designated at inception as financial liabilities at 'fair value through profit or loss' in order to reduce an accounting mismatch with the underlying financial assets. Gains and losses arising from changes in fair value are presented in the consolidated profit and loss and other comprehensive income statement within "investment returns".

Investment inflows received from policyholders are invested in funds selected by the policyholders. The resulting liabilities for linked investment contracts are accounted for under the 'fair value through profit or loss' option, in line with the corresponding assets as permitted by IFRS 9.

As all investments held for the benefit of policyholders are matched entirely by corresponding linked liabilities, any gain or loss on assets recognised through the consolidated profit and loss and other comprehensive income statement are offset entirely by the gains and losses on linked liabilities, which are recognised within the "change in investment contract liabilities" line. The overall net impact on profit is therefore GBPnil.

Valuation techniques are used to establish the fair value at inception and each reporting date. The Company's main valuation techniques incorporate all factors that market participants would consider and are based on observable market data. The financial liability is measured both initially and subsequently at fair value. The fair value of a unit-linked financial liability is determined using the fair value of the financial assets contained within the funds linked to the financial liability.

Dividends

Dividends are usually announced with the Group's interim and annual results. Equity dividends paid are recognised in the accounting period in which the dividends are declared and approved. The reduction in equity in the year therefore comprises the prior year final dividend and the current year interim dividend.

Intangible non-current assets

Intangible non-current assets, excluding goodwill, are stated at cost less accumulated amortisation and comprise intellectual property software rights. The software rights were amortised over seven years on a straight line basis, as it was estimated that the code would be replaced every seven years, and therefore have a finite useful life. The software rights are now fully amortised, but due to ongoing system development and coding updates no replacement is required. Goodwill is held at cost and, in accordance with IFRS, is not amortised but is subject to annual impairment reviews.

1. Basis of preparation and significant accounting policies (continued)

Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the

Company and the cost can be measured reliably. Repairs and maintenance costs are charged to the profit and loss and other comprehensive income statement during the period in which they are incurred.

The major categories of property, plant, equipment and motor vehicles are depreciated as follows:

 
 Asset class              All UK and Isle of Man    Australian entity 
                           entities 
 Leasehold improvements   Straight line over the    Straight line over 
                           life of the lease         40 years 
                         ------------------------  ---------------------- 
 Fixtures & Fittings      Straight line over 10     Reducing balance over 
                           years                     2 to 8 years 
                         ------------------------  ---------------------- 
 Equipment                Straight line over 3 to   Reducing balance over 
                           10 years                  3 to 10 years 
                         ------------------------  ---------------------- 
 Motor vehicles           N/A                       Reducing balance over 
                                                     2 to 8 years 
                         ------------------------  ---------------------- 
 

Residual values, method of depreciation and useful lives of the assets are reviewed annually and adjusted if appropriate.

Business combinations

The acquisition method of accounting is used to account for all business combinations, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the:

   --     fair values of the assets transferred; 
   --     liabilities incurred to the former owners of the acquired business; 
   --     equity interests issued by the Group; 

-- fair value of any asset or liability resulting from a contingent consideration arrangement; and

   --     fair value of any pre-existing equity interest in the subsidiary. 

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

Acquisition-related costs are expensed as incurred.

The excess of the consideration transferred over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognised directly in the statement of comprehensive income.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of exchange.

   1.   Basis of preparation and significant accounting policies (continued) 

The discount rate used is the entity's incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value, with changes in fair value recognised in the statement of comprehensive income.

Contingent arrangements payable to selling shareholders that continue providing services are assessed to determine if there is an element of payment for post-combination services. The element that is determined to relate to post-combination services is recognised in the statement of comprehensive income across the periods to which the services relate.

Goodwill and goodwill impairment

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the identifiable net assets of the acquired entity at the date of acquisition. Goodwill is recognised as an asset at cost at the date when control is achieved and is subsequently measured at cost less any accumulated impairment losses.

Goodwill is allocated to one or more cash generating units (CGUs) expected to benefit from the synergies of the combination, where the CGU represents the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or group of assets. Goodwill is reviewed for impairment at least once annually, and also whenever circumstances or events indicate there may be uncertainty over this value. The impairment assessment compares the carrying value of goodwill to the recoverable amount, which is the higher of value in use and the fair value less costs of disposal. Any impairment loss is recognised immediately in profit or loss and is not subsequently reversed.

Intangible assets acquired as part of a business combination

Intangible assets acquired as part of a business combination are recognised where they are separately identifiable and can be measured reliably.

Acquired intangible assets consist of contractual customer relationships, software and brand. These items are capitalised at their fair value, which are based on either the 'Relief from Royalty' valuation methodology or the 'Multi-period Excess Earnings Method', as appropriate for each asset. Subsequent to initial recognition, acquired intangible assets are measured at cost less accumulated amortisation and any recognised impairment losses.

Amortisation is recognised in the consolidated statement of comprehensive income within administration expenses on a straight line basis over the estimated useful lives of the assets, which are as follows:

 
 Asset class                  Useful life 
 Customer relationships          15 years 
                         ---------------- 
 Software                         7 years 
                         ---------------- 
 Brand                           10 years 
                         ---------------- 
 
   1.   Basis of preparation and significant accounting policies (continued) 

The method of amortisation and useful lives of the assets are reviewed annually and adjusted if appropriate.

Impairment of non-financial assets

Property, plant and equipment, right-of-use assets and intangible assets are tested for impairment when events or changes in circumstances indicate that the carrying

amount may not be recoverable. Recoverable amount is the higher of an asset's fair value less costs to sell and value in use (being the present value of the expected future cash flows of the relevant asset).

The Group evaluates impairment losses for potential reversals when events or circumstances warrant such consideration.

Goodwill is tested for impairment annually, and once an impairment is recognised this cannot be reversed. For more detailed information in relation to this, please see note 12.

Pensions

The Group makes defined contributions to the personal pension schemes of its employees. These are chargeable to profit or loss in the year in which they become payable.

Foreign currencies

Transactions in foreign currencies are translated into the functional currency at the exchange rate in effect at the date of the transaction. Foreign currency monetary assets and liabilities are translated to sterling at the yearend closing rate. Foreign exchange rate differences that arise are reported net in profit or loss as foreign exchange gains/losses.

The assets and liabilities of foreign operations are translated to sterling using the year end closing exchange rate. The revenues and expenses of foreign operations are retranslated to sterling at rates approximating the foreign exchange rates ruling at the relevant month of the transactions. Foreign exchange differences arising on retranslation are recognised directly in the reserves.

Taxation

The taxation charge is based on the taxable result for the year. The taxable result for the year is determined in accordance with enacted legislation and taxation authority practice for calculating the amount of corporation tax payable.

Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the statement of financial position differs from its tax base. Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against which the difference can be utilised.

   1.   Basis of preparation and significant accounting policies (continued) 

The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting date and are expected to apply when the deferred tax assets/liabilities are recovered/settled.

Policyholder Tax

HMRC requires ILUK to charge basic rate income tax on its life insurance policies (FA 2012, s102). ILUK collects this tax quarterly, by charging 20% tax (2021: 20%) on gains from assets held in the policies, based on the policyholder's acquisition costs and market value at each quarter end. Additional charges are applied on any increases

in the previously charged gain. The charge is adjusted by the fourth financial year quarter so that the total charge for the year is based on the gain at the end of the financial year. When assets are sold at a loss, or reduce in market value by the financial year end, a refund of the charges may be applied. Policyholder tax is recorded as an expense in the statement of comprehensive income, with a corresponding liability recognised on the statement of financial position (under IAS 12).

Segmental reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker is responsible for allocating resources and assessing performance of the operating segments and has been identified as the Chief Executive Officer of the Company.

For the year ended 30 September 2022, the business of ILUK and ILInt was the direct insurance of investment linked pensions business written by single premium in the United Kingdom, and single premium life assurance linked bonds and linked qualifying investment plans written in the United Kingdom and Isle of Man. Insurance risk is minimal as all contracts have been classed as investment contracts.

Client assets and client monies

Integrated Financial Arrangements Ltd (IFAL) client assets and client monies are not recognised in the parent and consolidated statements of financial position (see note 27) as they are owned by the clients of IFAL.

Lease assets and lease liabilities

Right-of-use assets

The Group recognises right-of-use assets on the date the leased asset is made available for use by the Group. These assets relate to rental leases for the office of the Group, which have varying terms clauses and renewal rights. Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date.

Depreciation is applied in accordance with IAS 16: Property, Plant and Equipment. Right-of-use assets are depreciated over the lease term. See note 13 and 14.

   1.   Basis of preparation and significant accounting policies (continued) 

Lease liabilities

The Group measures lease liabilities in line with IFRS 16 on the balance sheet as the present value of all future lease payments, discounted using the incremental borrowing rate of 3.2% at the date of commencement. After the commencement date, the amount of lease liabilities is increased to reflect the addition of interest and reduced for the lease payments made. The Group's incremental borrowing rate is the rate at which a similar borrowing could be obtained from an independent creditor under comparable terms and conditions. See note 25.

Short-term leases

The Group defines short-term leases as those with a lease term of 12 months or less and leases of low value assets. For these leases, the Group recognises the lease payments as an operating expenses on a straight line basis over the term of lease.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances from instant access and notice accounts, call deposits, and other short-term deposits with an original maturity of three months or less. The carrying amount of these assets approximates to their fair value. Cash and cash equivalents held for the benefit of the policyholders are held to cover the liabilities for unit linked investment contracts. These amounts are 100% matched to corresponding liabilities.

Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial assets are derecognised when the rights to receive cash flows from the assets have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership. Financial liabilities are derecognised when the obligation specified in the contract is discharged, cancelled or expires.

At initial recognition, the Company classifies its financial instruments in the following categories, based on the business model in which the assets are managed and their cash flow characteristics:

   (i)       Financial assets and liabilities at fair value through profit or loss 

This category includes financial assets and liabilities acquired principally for the purpose of selling or repurchasing in the short-term, comprising of listed shares and securities and investments in quoted debt instruments.

Financial instruments in this category are recognised on the trade date, and subsequently measured at fair value. Purchases and sales of securities are recognised on the trade date. Transaction costs are expensed in the consolidated profit and loss and other comprehensive income statement. Gains and losses arising from changes in fair value are presented in the consolidated profit and loss and other comprehensive income statement within "investment returns" for corporate assets and "n et income attributable to policyholder returns" for policyholder assets in the period in which they arise. Financial assets and liabilities at fair value through profit or loss are classified as current except for the portion expected to be realised or paid beyond twelve months of the balance sheet date, which are classified as long-term.

   1.   Basis of preparation and significant accounting policies (continued) 
   (ii)      Financial assets at amortised cost 

These assets comprised of accrued fees, trade and other receivables, loans, and cash and cash equivalents. These are included in current assets due to their short-term nature, except for the element of the loan payable to subsidiary which is to be settled after 12 months, which is included in non-current assets.

Financial assets are measured at amortised cost when they are held within the business model whose objective is to hold assets to collect contractual cash flows and their contractual cash flows represent solely payments of principal and interest.

The carrying value of assets held at amortised cost are adjusted for impairment arising from expected credit losses.

   (iii)     Financial liabilities at amortised cost 

Financial liabilities at amortised cost comprise trade and other payables and loans payable. These are initially recognised at fair value. Subsequent measurement is at amortised cost using the effective interest method. Trade and other payables are classified as current liabilities due to their short-term nature. The loan is split between current and non-current liabilities, based on the repayment terms.

Impairment of financial assets

Expected credit losses are required to be measured through a loss allowance at an amount equal to:

-- the 12-month expected credit losses (expected credit losses from possible default events within 12 months after the reporting date); or

-- full lifetime expected credit losses (expected credit losses from all possible default events over the life of the financial instrument).

A loss allowance for full lifetime expected credit losses is required for a financial instrument if the credit risk of that financial instrument has increased significantly since initial recognition, as well as to contract assets or trade receivables, where the simplified approach is applied to assets that do not contain a significant financing component.

For all other financial instruments, expected credit losses are measured at an amount equal to the 12-month expected credit losses.

Impairment losses on financial assets carried at amortised cost are reversed in subsequent periods if the expected credit losses decrease.

Provisions

Provisions are recognised when the Company has an obligation, legal or constructive, as a result of a past event, and it is probable that the Company will be required to settle that obligation. Provisions are estimated at the directors' best estimate of the expenditure required to settle the obligation at the reporting date, and are discounted to present values where the effect is material.

   1.   Basis of preparation and significant accounting policies (continued) 

The ILUK policyholder reserves, which are part of the provisions balance, arises from tax reserve charges collected from life insurance policyholders, which are held to cover possible future tax liabilities. If no tax liability arises the charges are refunded to policyholders, where possible. As these liabilities are of uncertain timing or amounts, they are recognised as provisions on the statement of financial position.

Balances due to HMRC are considered under IAS 12 Income Taxes, whereas balances due to policyholders are considered under IAS 37 Provisions, Contingent Liabilities and Contingent Assets.

Share-based payments

Equity-settled share-based payment awards granted to employees are measured at fair value at the date of grant. The awards are recognised as an expense, with a corresponding increase in equity, spread over the vesting period of the awards, which accords with the period for which related services are provided.

The total amount expensed is determined by reference to the fair value of the awards as follows:

(i) Share Incentive Plan (SIP) shares

The fair value is the market price on the grant date. There are no vesting conditions, as the employees receive the shares immediately upon grant.

(ii) Performance share plan (PSP) share options

The fair value of share options is determined by applying a valuation technique, usually an option pricing model, such as Black Scholes. This takes into account factors such as the exercise price, the share price, volatility, interest rates, and dividends.

At each reporting date, the estimate of the number of share options expected to vest based on the non-market vesting conditions is assessed. Any change to original estimates is recognised in the statement of comprehensive income , with a corresponding adjustment to equity reserves.

   2.   Critical accounting estimates and judgements 

Critical accounting estimates are those where there is a significant risk of material adjustment in the next 12 months, and critical judgements are those that have the most significant effect on amounts recognised in the accounts.

In preparing these Financial Statements, management has made judgements, estimates and assumptions about the future that affect the application of the Group's accounting policies and the reported amounts of assets, liabilities, income and expenses. Management uses its knowledge of current facts and applies estimation and assumption techniques that are aligned with relevant accounting policies to make predictions about the future. Actual results may differ from these estimates.

Estimates and judgements are reviewed on an ongoing basis and revisions are recognised in the period in which the estimate is revised. There are no assumptions made about the future, or other major sources of estimation uncertainty at the end of the reporting period, that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

   2.   C ritical accounting estimates and judgements (continued) 

Judgements which do not involve estimates

The assessment to recognise the ILUK policyholder provision comes from an evaluation of the likelihood of a constructive or legal obligation, and whether that obligation can be estimated reliably. The provision required has been calculated based on an assessment of tax payable to HM Revenue & Customs (HMRC) and refunds payable back to policyholders.

   3.   Financial instruments 

(i) Principal financial instruments

The principal financial instruments, from which financial instrument risk arises, are as follows:

   --       Trade and other receivables 
   --       Accrued fees 
   --       Investments in quoted debt instruments 
   --       Listed shares and securities 
   --       Trade and other payables 
   --       Loans 

(ii) Financial instruments by category

As explained in note 1, financial assets and liabilities have been classified into categories that determine their basis of measurement and, for items measured at fair value, whether changes in fair value are recognised in the statement of comprehensive income . The following tables show the carrying values of assets and liabilities for each of these categories for the Group:

Financial assets:

 
                                  Fair value through 
                                    profit or loss        Amortised cost 
                                      2022       2021      2022      2021 
                                     GBP'm      GBP'm     GBP'm     GBP'm 
 Cash and cash equivalents               -          -     183.0     176.1 
 Cash and cash equivalents 
  policyholder                           -          -   1,458.6   1,266.3 
 Listed shares and securities          0.1        0.1         -         - 
 Loans                                   -          -       5.5       3.4 
 Investments in quoted 
  debt instruments                     3.0        5.0         -         - 
 Accrued income                          -          -      12.1      12.0 
 Trade and other receivables             -          -       0.6       0.9 
 Investments held for 
  the policyholders               20,715.8   21,787.1         -         - 
 Total financial assets           20,718.9   21,792.2   1,659.8   1,458.7 
------------------------------  ----------  ---------  --------  -------- 
 

Financial liabilities:

 
                                 Fair value through 
                                   profit or loss       Amortised cost 
                                     2022       2021      2022     2021 
                                    GBP'm      GBP'm     GBP'm    GBP'm 
 Trade and other payables               -          -       7.4      7.1 
 Accruals                               -          -       3.0      7.9 
 Lease liabilities                      -          -       2.8      5.0 
 Deferred consideration                 -          -       1.7      1.7 
 Contingent consideration             1.7        0.8         -        - 
 Liabilities for linked 
  investments contracts          22,174.4   23,053.4         -        - 
-----------------------------  ----------  ---------  --------  ------- 
 Total financial liabilities     22,176.1   23,054.2      14.9     21.7 
-----------------------------  ----------  ---------  --------  ------- 
 
   3.   F inancial instruments (continued) 

The following tables show the carrying values of assets and liabilities for each of these categories for the Company:

Financial assets:

 
                                 Fair value through 
                                   profit or loss        Amortised cost 
 
                                     2022       2021      2022     2021 
                                    GBP'm      GBP'm     GBP'm    GBP'm 
 Cash and cash equivalents              -          -      33.1     31.0 
 Trade and other receivables            -          -       0.2        - 
 Loans                                  -          -       5.5      3.4 
 Total financial assets                 -          -      38.8     34.4 
-----------------------------  ----------  ---------  --------  ------- 
 

Financial liabilities:

 
                                 Fair value through 
                                   profit or loss       Amortised cost 
                                     2022       2021      2022     2021 
                                    GBP'm      GBP'm     GBP'm    GBP'm 
 Trade and other payables               -          -       0.4        - 
 Loans                                  -          -       8.0      9.0 
 Deferred consideration                 -          -       1.7      2.5 
 Contingent consideration             1.7        0.8         -        - 
 Accruals                               -          -       0.2      0.4 
 Total financial liabilities          1.7        0.8      10.3     11.9 
-----------------------------  ----------  ---------  --------  ------- 
 
   (iii)     Financial instruments not measured at fair value 

Financial instruments not measured at fair value include cash and cash equivalents, accrued fees, loans, trade and other receivables, and trade and other payables. Due to their short-term nature and/or expected credit losses recognised, the carrying value of these financial instruments approximates their fair value.

   (iv)     Financial instruments measured at fair value - fair value hierarchy 

The table below classifies financial assets that are recognised on the statement of financial position at fair value in a hierarchy that is based on significance of the inputs used in making the measurements. The levels of hierarchy are disclosed on the next page.

Investments held for the benefit of policyholders are recorded at fair value through the profit or loss and reported on a separate line in the statement of financial position.

Assets held at fair value also comprises investments held in gilts, and these are held at fair value through profit and loss.

   3.   F inancial instruments (continued) 

The following table shows the three levels of the fair value hierarchy:

 
 Fair value   Description of hierarchy       Types of investments classified 
  hierarchy                                   at each level 
 Level 1      Quoted prices (unadjusted)     Listed equity securities, 
               in active markets for          gilts, actively traded pooled 
               identical assets.              investments such as OEICS 
                                              and unit trusts. 
             -----------------------------  --------------------------------- 
 Level 2      Inputs other than quoted       Actively traded unlisted 
               prices included within         equity securities where 
               Level 1 that are observable    there is no significant 
               for the asset either           unobservable inputs, structured 
               directly (i.e. as prices)      products and regularly priced 
               or indirectly (i.e.            but not actively traded 
               derived from prices).          instruments. 
             -----------------------------  --------------------------------- 
 Level 3      Inputs that are not            Unlisted equity securities 
               based on observable            with significant unobservable 
               market data (unobservable      inputs, inactive pooled 
               inputs).                       investments. 
             -----------------------------  --------------------------------- 
 

For the purposes of identifying level 3 assets, unobservable inputs means that current observable market information is no longer available. Where these assets arise management will value them based on the last known observable market price. No other valuation techniques are applied.

The following table shows the Group's assets measured at fair value and split into the three levels:

 
 2022                                     Level 1            Level 2            Level 3          Total 
                                            GBP'm              GBP'm              GBP'm          GBP'm 
 Investments and assets 
  held for the benefit 
  of policyholders 
 Term deposit                                63.9                  -                  -           63.9 
 Investments and securities                 631.9              137.9                0.3          770.1 
 Bonds and other fixed-income 
  securities                                 10.9                1.2                  -           12.1 
 Holdings in collective 
  investment schemes                     19,730.4              137.7                1.6       19,869.7 
------------------------------  -----------------  -----------------  -----------------  ------------- 
                                         20,437.1              276.8                1.9       20,715.8 
 Other investments                            3.0                  -                  -            3.0 
  Total                                  20,440.1              276.8                1.9       20,718.8 
------------------------------  -----------------  -----------------  -----------------  ------------- 
 
                                                Level 
 2021                                               1            Level 2         Level 3         Total 
                                                GBP'm              GBP'm           GBP'm         GBP'm 
 Investments and assets 
  held for the benefit of 
  policyholders 
 Investments and securities                     633.6              163.9             0.4         797.9 
 Bonds and other fixed-income 
  securities                                     14.8                0.6               -          15.4 
 Holdings in collective 
  investment schemes                         20,859.0              113.3             1.5      20,973.8 
------------------------------------  ---------------  -----------------  --------------  ------------ 
                                             21,507.4              277.8             1.9      21,787.1 
 Other investments                                5.0                  -               -           5.0 
------------------------------------  ---------------  -----------------  --------------  ------------ 
  Total                                      21,512.4              277.8             1.9      21,792.1 
------------------------------------  ---------------  -----------------  --------------  ------------ 
 
 

The Group regularly reviews whether a market is active or not, based on available market data and the specific circumstances of each market.

   3.   F inancial instruments (continued) 

Level 1 valuation methodology

Financial assets included in Level 1 are measured at fair value using quoted mid prices that are available at the reporting date and are traded in active markets. These financial assets are mainly collective investment schemes and listed equity instruments.

Level 2 and Level 3 valuation methodology

Financial assets included in Level 2 are measured at fair value using observable mid prices traded in markets that have been assessed as not active enough to be included in Level 1.

Otherwise, financial assets are included in Level 3. These assets have unobservable inputs as the current observable market information is no longer available. Where these assets arise management will value them based on the last known observable market price. No other valuation techniques are applied.

Level 3 sensitivity to changes in unobservable measurements

For financial assets assessed as Level 3, based on its review of the prices used, the Group believes that any change to the unobservable inputs used to measure fair value would not result in a significantly higher or lower fair value measurement at year end, and therefore would not have a material impact on its reported results.

Changes to valuation methodology

There have been no changes in valuation methodology during the year under review.

Transfers between Levels

The Company's policy is to assess each financial asset it holds at the current financial year end, based on the last known price and market information, and assign it to a Level.

The Company recognises transfers between Levels of the fair value hierarchy at the end of the reporting period in which the changes have occurred. Changes occur due to the availability of (or lack thereof) quoted prices and whether a market is now active or not.

Transfers between Levels between 01 October 2021 and 30 September 2022 are presented in the table below at their valuation at 30 September 2022:

 
    Transfers from       Transfers to        GBP'm 
    Level 1              Level 2              18.8 
    Level 2              Level 1               1.3 
 
   3.   F inancial instruments (continued) 

The reconciliation between opening and closing balances of Level 3 assets are presented in the table below:

 
                                               2022     2021 
                                              GBP'm    GBP'm 
 Opening balance                                1.9      1.7 
 Unrealised gains or losses in the 
  year ended 30 September 2022                (0.4)    (0.2) 
 Transfers in to Level 3 at 30 September 
  2022 valuation                                0.4      1.1 
 Transfers out of Level 3 at 30 September 
  2022 valuation                                  -    (0.7) 
 Closing balance                                1.9      1.9 
------------------------------------------  -------  ------- 
 

Any resultant gains or losses on financial assets held for the benefit of policyholders are offset by a reciprocal movement in the linked liability.

The Group regularly assesses assets to ensure they are categorised correctly and Fair Value Hierarchy (FVH) levels adjusted accordingly. The Group monitors situations that may impact liquidity such as suspensions and liquidations while also actively collecting observable market prices from relevant exchanges and asset managers. Should an asset price become observable following the resumption of trading the FVH level will be updated to reflect this.

(v) Capital maintenance

The regulated companies in the Group are subject to capital requirements imposed by the relevant regulators as detailed below:

 
 Legal entity   Regulatory regime 
-------------  ----------------------- 
 IFAL           IFRP 
 ILUK           Solvency II 
 ILInt          Isle of Man risk based 
                 capital regime 
 

Group capital requirements for 2022 are driven by the regulated entities, whose capital resources and requirements as detailed below:

 
                             IFAL              ILUK              ILInt 
                          30 September      30 September      30 September 
                         2022     2021     2022     2021     2022     2021 
                        GBP'm    GBP'm    GBP'm    GBP'm    GBP'm    GBP'm 
---------------------  -------  -------  -------  -------  -------  ------- 
 Capital 
  resource               39.7     37.2    244.0    268.7     42.0     43.4 
 Capital requirement     32.6     25.4    186.9    214.1     23.7     23.9 
 Coverage 
  ratio                  122%     147%     131%     125%     177%     181% 
 
   3.   F inancial instruments (continued) 

The Group has complied with the requirements set by the regulators during the year. The Group's policy for managing capital is to ensure each regulated entity maintains capital well above the minimum requirement.

   4.    Risk and risk management 

Risk assessment

The board has overall responsibility for the determination of the Group's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group's risk function.

Risk assessment is the determination of quantitative values and/or qualitative judgements of risk related to a concrete situation and a recognised threat. Quantitative risk assessment requires calculations of two components of risk, the magnitude of the potential impact, and the likelihood that the risk materialises. Qualitative aspects of risk, despite being more difficult to express quantitatively, are also taken into account in order to fully evaluate the impact of the risk on the organisation.

(1) Market risk

Market risk is the risk of loss arising either directly or indirectly from fluctuations in the level and in the volatility of market prices of assets, liabilities and other financial instruments.

(a) Price risk

Market price risk from reduced income

The Company's dividend income from its regulated subsidiaries, IFAL, ILUK and ILInt, is exposed to market risk. The Group's main source of income is derived from annual management fees and transaction fees which are linked to the value of the clients' portfolios, which are determined by the market prices of the underlying assets. The Group's revenue is therefore affected by the value of assets on the platform, and consequently it has exposure to equity market levels and economic conditions.

The Group mitigates the second order market price risk by applying fixed charges per tax wrapper in addition to income derived from the charges based on clients' linked portfolio values. These are recorded in note 5 as wrapper fee income and annual commission income, respectively. This approach of fixed and variable charging offers an element of diversification to its income stream. The risk of stock market volatility, and the impact on revenue, is also mitigated through a wide asset offering which ensures the Group is not wholly correlated with one market, and which enables clients to switch assets, including into cash on the platform, in times of uncertainty.

   4.   R isk and risk management (continued) 

Sensitivity testing has been performed to assess the impact of market movements on the Group's Profit for the year. The sensitivity is applied as an instantaneous shock at the start of the year, and shows the impact of a 10% change in values across all assets held on the platform.

 
                                       Impact on profit for the year 
                                            2022                2021 
                                           GBP'm               GBP'm 
 10% increase in asset values                8.5                 7.9 
 10% decrease in asset values              (8.5)               (7.9) 
 

Market risk from direct asset holdings

The Group and the Company have limited exposure to primary market risk as capital is invested in high quality, highly liquid, short-dated investments.

Market risk from unit-linked assets

The Group and the Company have limited exposure to primary market risk from the value of unit-linked assets as fluctuations are borne by the policyholders.

(b) Interest rate risk

The Group and the Company's balance sheet and capital requirements are relatively insensitive to first order impacts from movements in interest rates.

(c) Currency risk

The Company is not directly exposed to significant currency risk. The table below shows a breakdown of the material foreign currency exposures for the unit-linked policies within the Group:

 
                       2022    2022       2021       2021 
----------------  ---------  ------  ---------  --------- 
       Currency       GBP'm       %      GBP'm          % 
 GBP               22,021.1    99.3   22,914.6       99.4 
 USD                  127.0     0.6      111.0        0.5 
 EUR                   16.4     0.1       18.1        0.1 
 Others                 9.8     0.0        9.7        0.0 
----------------  ---------  ------  ---------  --------- 
 Total             22,174.3   100.0   23,053.4      100.0 
----------------  ---------  ------  ---------  --------- 
 
 

99.3% of investments and cash held for the benefit of policyholders are denominated in GBP, its base currency. Remaining currency holdings greater than 0.1% of the total are shown separately in the table. However, it is recognised that the majority of investments held for the benefit of policyholders are in collective investment schemes and some of their underlying assets are denominated in currencies other than GBP, which increases the funds under direction currency risk exposure. A significant rise or fall in sterling exchange rates would not have a significant first order impact on the Group's results since any adverse or favourable movement in policyholder assets is entirely offset by a corresponding movement in the linked liability.

   4.   R isk and risk management (continued) 

(2) Credit (counterparty default) risk

Credit risk is the risk that the Group or Company is exposed to a loss if another party fails to meet its financial obligations. For the Company, the exposure to counterparty default risk arises primarily from loans directly held by the Company, while for the Group this risk also arises from fees owed by clients.

Assets held at amortised cost

(a) Accrued income

This comprises fees owed by clients. These are held at amortised cost, less expected credit losses ("ECLs").

Under IFRS 9, a forward-looking approach is required to assess ECLs, so that losses are recognised before the occurrence of any credit event. The Group estimates that pending fees three months or more past due are unlikely to be collected and are written off. Based on management's experience, pending fees one or two months past due are generally expected to be collected, but consideration is also given to potential losses on these fees. Historical loss rates have been used to estimate expected future losses, while consideration is also given to underlying economic conditions, in order to ensure that expected losses are recognised on a forward-looking basis. This has led to the additional recognition of an immaterial amount of ECLs.

Details of the ECLs recognised in relation to accrued income can be seen in note 22.

(b) Loans

Loans subject to the 12 month ECL are GBP5.5m (2021: GBP3.6m). While there remains a level of economic uncertainty in the current climate, leading to potentially higher credit risk, there is not considered to be a significant increase in credit risk, as all of the loans are currently performing to schedule, and there are no significant concerns regarding the borrowers. There is therefore no need to move from the 12 month ECL model to the lifetime ECL model. Expected losses are recognised on a forward-looking basis, which has led to the additional recognition of an immaterial amount of ECLs.

In addition to the above, the Company has committed a further GBP5.6m in undrawn loans.

Details of the ECLs recognised in relation to loans can be seen in note 16. No ECLs have been recognised on the undrawn loan commitments, as any ECLs would not be considered to be material.

(c) Cash and equivalents

The Group has a low risk appetite for credit risk, which is mainly limited to exposures to credit institutions for its bank deposits. A range of major regulated UK high street banks is used. A rigorous annual due diligence exercise is undertaken to assess the financial strength of these banks with those used having a minimum credit rating of A (Fitch).

   4.   R isk and risk management (continued) 

In order to actively manage the credit and concentration risks, the Board has agreed risk appetite limits for the regulated entities of the amount of corporate and client funds that may be deposited with any one bank; which is represented by a set percentage of the respective bank's total customer deposits. Monthly monitoring of these positions along with movements in Fitch ratings is undertaken, with reports presented to the Directors for review. Collectively these measures ensure that the Group diligently manages the exposures and provide the mitigation scope to be able to manage credit and concentration exposures on behalf of itself and its customers

Counterparty default risk exposure to loans

The Company has loans of GBP5.5m (2021: GBP3.4m). There are no other loans held by the Group.

Counterparty default risk exposure to Group companies

As well as inconvenience and operational issues arising from the failure of the other Group companies, there is also a risk of a loss of assets. The Company is due GBP160k (2021: GBP130k) from other Group companies.

Counterparty default risk exposure to other receivables

The Company has no other receivables arising, due to the nature of its business, and the structure of the Group.

Across the Group, there is exposure to counterparty default risk arising primarily from:

   --      corporate assets directly held by the Group; 
   --      exposure to clients; and 
   --      exposure to other receivables. 

--

The other exposures to counterparty default risk include a credit default event which affects funds held on behalf of clients and occurs at one or more of the following entities:

   --      a bank where cash is held on behalf of clients; 
   --      a custodian where the assets are held on behalf of clients; and 

-- Transact Nominees Limited (TNL), which is the legal owner of the assets held on behalf of clients.

There is no first order impact on the Group from one of the events in the preceding paragraph. This is because any credit default event in respect of these holdings will be borne by clients, both in terms of loss of value and loss of liquidity. Terms and conditions have been reviewed by external lawyers to ensure that these have been drafted appropriately. However, there is a second order impact where future profits for the Group are reduced in the event of a credit default which affects funds held on behalf of clients.

There are robust controls in place to mitigate credit risk, for example, holding corporate and client cash across a range of banks in order to minimise the risk of a single point of counterparty default failure. Additionally, maximum counterparty limits and minimum credit quality steps are set for banks.

   4.   R isk and risk management (continued) 

Corporate assets and funds held on behalf of clients

There is no significant risk exposure to any one UK clearing bank.

Counterparty default risk exposure to clients

The Group is due GBP11.8m (2021: GBP12.0m) from fee income owed by clients.

Impact of credit risk on fair value

Due to the limited direct exposure that the Group and the Company have to credit risk, credit risk does not have a material impact on the fair value movement of financial instruments for the year under review. The fair value movements on these instruments are predominantly due to changes in market conditions.

(3) Liquidity risk

Liquidity risk is the risk that funds are not accessible such that the Company, although solvent, does not have sufficient liquid financial resources to meet obligations as they fall due, or can secure such resources only at excessive cost.

As a holding company, the Company's main liquidity risk is related to paying out shareholder dividends and operating expenses it may incur. Additionally, the Company has made short term commitments, in the form of a capped facility arrangement, to Vertus Capital SPV1 Limited ('Vertus') (as one of Vertus' sources of funding) to assist Vertus in developing its business, which is to provide tailored niche debt facilities to adviser firms to fund acquisitions, management buy-outs and other similar transactions.

Across the Group, the following key drivers of liquidity risk have been identified:

   --      liquidity risk arising due to failure of one or more of the Group's banks; 

-- liquidity risk arising due to the bank's system failure which prevents access to Group funds; and

-- liquidity risk arising from clients holding insufficient cash to settle fees when they become due.

The Group's liquidity risk arises from a lack of readily realisable cash to meet debts as they become due. This takes a number of forms - clients' liabilities coming due, other liabilities (e.g. expenses) coming due, insufficient liquid assets to meet loan repayments to subsidiary companies and future payment commitments over the next three years following the acquisition of T4A.

The first of these, clients' liabilities is primarily covered through the terms and conditions with clients' taking their own liquidity risk, if their funds cannot be immediately surrendered for cash.

Payment of other liabilities depends on the Group having sufficient liquidity at all times to meet obligations as they fall due. This requires access to liquid funds, i.e. working banks and it also requires that the Group's main source of liquidity, charges on its clients' assets, can also be converted into cash.

The payment of loan obligations is covered by the upward dividends from subsidiary entities which were assessed against the financial plans and capital projections of the regulated entities to ensure the level of affordability of the future dividends.

   4.   R isk and risk management (continued) 

The purchase price for T4A comprised three elements, a fixed sum payable on deal completion which has been settled, a further fixed sum to be paid in four equal annual instalments and a variable amount by reference to T4A's performance over that four year period. The payment of these future obligations is expected to be met from the company's own reserves and dividends it expects to receive from its subsidiaries.

The Company has set out two key liquidity requirements: first, to ensure that clients maintain a percentage of liquidity in their funds at all times, and second, to maintain access to cash through a spread of cash holdings in bank accounts.

There are robust controls in place to mitigate liquidity risk, for example, through regular monitoring of expenditure, closely managing expenses in line with the business plan, and, in the case of the Vertus facility, capping the value of loans. Additionally, the Group holds corporate and client cash across a range of banks in order to mitigate the risk of a single point of counterparty default failure.

Maturity schedule

The following table shows an analysis of the financial assets and financial liabilities by remaining expected maturities as at 30 September 2022 and 30 September 2021.

In addition to the financial assets and financial liabilities shown in the tables below, the Company committed a further GBP5.6m in undrawn loans. These are available to be drawn down immediately.

Financial assets:

 
                                   Up to 3      3-12      1-5       Over 
 2022                               months    months    years    5 years      Total 
                                     GBP'm     GBP'm    GBP'm      GBP'm      GBP'm 
 Investments 
  held for the 
  policyholders                   20,715.8         -        -          -   20,715.8 
 Investments                         124.2         -      3.1          -      127.3 
 Accruals and deferred 
  income                              12.1         -        -          -       12.1 
 Trade and other 
  receivables                          2.0       0.2        -          -        2.2 
 Loans                                   -         -      5.5          -        5.5 
 Cash and cash equivalents           183.0         -        -          -      183.0 
 Cash held for the 
  benefit of policyholders         1,458.6         -        -          -    1,458.6 
------------------------------  ----------  --------  -------  ---------  --------- 
 Total                            22,495.7       0.2      8.6          -   22,504.5 
----------------------  ------------------  --------  -------  ---------  --------- 
 
 
 
                                  Up to 3      3-12       1-5       Over 
 2021                              months    months     years    5 years      Total 
                                    GBP'm     GBP'm     GBP'm      GBP'm      GBP'm 
 Investments 
  held for the 
  policyholders                  21,787.1         -         -          -   21,787.1 
 Investments                          0.2         -       5.0          -        5.2 
 Accruals and deferred 
  income                             12.0         -         -          -       12.0 
 Trade and other 
  receivables                         0.8       0.2         -          -        1.0 
 Loans                                  -         -       3.4          -        3.4 
 Cash and cash equivalents          176.1         -         -          -      176.1 
 Cash held for the 
  benefit of policyholders        1,266.3         -         -          -    1,266.3 
-----------------------------  ----------  --------  --------  ---------  --------- 
 Total                           23,242.5       0.2       8.4          -   23,251.1 
----------------------  -----------------  --------  --------  ---------  --------- 
 
 

Financial liabilities:

 
                              Up to 3      3-12      1-5       Over 
 2022                          months    months    years    5 years      Total 
                                GBP'm     GBP'm    GBP'm      GBP'm      GBP'm 
 Liabilities 
  for linked investment 
  contracts                  22,174.4         -        -          -   22,174.4 
 Trade and other 
  payables                       11.8       3.7        -          -       15.5 
 Lease liabilities                0.6       1.3      0.9          -        2.8 
 Deferred consideration             -       1.5      0.2          -        1.7 
 Contingent consideration           -         -      1.7          -        1.7 
 Total                       22,186.8       6.5      2.8          -   22,196.1 
--------------------------  ---------  --------  -------  ---------  --------- 
 
 
                              Up to 3      3-12      1-5       Over 
 2021                          months    months    years    5 years      Total 
                                GBP'm     GBP'm    GBP'm      GBP'm      GBP'm 
 Liabilities 
  for linked investment 
  contracts                  23,053.4         -        -          -   23,053.4 
 Trade and other 
  payables                        9.9       5.1        -          -       15.0 
 Lease liabilities                0.6       1.9      2.8          -        5.3 
 Deferred consideration             -       1.6      0.2          -        1.8 
 Contingent consideration           -         -      0.8          -        0.8 
 Total                       23,063.9       8.6      3.8          -   23,076.3 
--------------------------  ---------  --------  -------  ---------  --------- 
 

(4) Outflow risk

Outflows occur when funds are withdrawn from the platform for any reason. Outflows typically occur where clients' circumstances and requirements change. However, these outflows can also be triggered by operational failure, competitor actions or external events such as regulatory or economic changes.

Outflow risk is mitigated by focusing on providing exceptionally high levels of service. Outflow rates are closely monitored and unexpected experience is investigated. Despite the current challenging and uncertain economic and geopolitical environment, outflow rates remain stable and within historical norms.

(5) Expense risk

Expense risk arises where costs increase faster than expected or from one-off expense "shocks".

The Group and the Company has exposure related to expense inflation risk, where actual inflation deviates from expectations. As a significant percentage of the Group's expenses are staff related the key inflationary risk arises from salary inflation. The Group and the Company have no exposures to defined benefit staff pension schemes or client related index linked liabilities.

The Group's expenses are governed at a high level by the Group's Expense Policy. The monthly management accounts are reviewed against projected future expenses by the Board and by senior management and action is taken where appropriate.

   5.    Disaggregation of revenue 

The Group has the following categories of revenue:

-- Annual commission - based on a fixed percentage applied to the value of the client's portfolio each month.

   --      Wrapper fee income - based on a fixed quarterly charge per wrapper. 

-- Other income - buy commission is based on a set percentage charge applied to each transaction. Dealing charges are charged based on a fixed fee for each type of transaction.

-- Adviser back-office technology - licence income based on a fixed monthly charge per number of users. Consultancy income is charged based on the services provided.

 
                                    For the financial year ended 
                                            30 September 
                                             2022            2021 
                                            GBP'm           GBP'm 
 Annual commission income                   115.8           107.7 
 Wrapper fee income                          11.6            10.6 
 Other income                                 2.2             3.0 
 Adviser back-office technology               4.0             2.4 
 Total fee income                           133.6           123.7 
--------------------------------  ---------------  -------------- 
 
   6.       Segmental reporting 

The revenue and profit before tax are attributable to activities carried out in the UK and the Isle of Man.

The Group has three classes of business, which have been organised primarily based on the products they offer, as detailed below:

-- Investment administration services - this relates to services performed by IFAL, which is the provider of the Transact wrap service. It is the provider of the General Investment Account (GIA), is a Self-Invested Personal Pension (SIPP) operator, an ISA manager and is the custodian for all assets held on the platform (except for those held by third party custodians).

--

-- Insurance and life assurance business - this relates to ILUK and ILInt, insurance companies which provide the Transact Personal Pension, Executive Pension, Section 32 Buy-Out Bond, Transact Onshore and Offshore Bonds, and Qualifying Savings Plan on the Transact platform.

--

-- Adviser back-office technology - this relates to T4A, provider of financial planning technology to adviser and wealth management firms via the CURO adviser support system. T4A was acquired during the financial period ending 30 September 2021.

Other Group entities relates to the rest of the Group, which provide services to support the Group's core operating segments.

Analysis by class of business is given below.

   6.    Segmental reporting (continued) 

Statement of comprehensive income - segmental information for the year ended 30 September 2022:

 
                         Investment    Insurance and           Adviser       Other Group     Consolidation       Total 
                     administration   life assurance       back-office          entities       adjustments 
                           services         business        technology 
                               GBPm             GBPm              GBPm              GBPm              GBPm        GBPm 
 Revenue 
 Annual 
  commission 
  income                       63.4             52.6                 -                 -                 -       116.0 
 Wrapper fee 
  income                        2.8              8.7                 -                 -                 -        11.5 
 Adviser 
  back-office 
  technology                      -                -               3.9                 -                 -         3.9 
 Other income                   1.3              0.9                 -              64.4            (64.4)         2.2 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Gross 
  profit/(loss)                67.5             62.2               3.9              64.4            (64.4)       133.6 
 
 Cost of sales                (0.7)            (0.4)             (0.5)             (0.5)                 -       (2.1) 
 
 Expenses 
 Admin expenses              (43.0)           (28.8)             (5.3)            (64.6)              64.0      (77.7) 
 Credit loss 
  allowance on 
  financial 
  assets                      (0.1)                -                 -             (0.1)                 -       (0.2) 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Operating 
  profit/(loss)                23.7             33.0             (1.9)        (0.8)                  (0.4)        53.6 
 
 Interest expense                 -                -                 -             (0.4)               0.3       (0.1) 
 Interest income                0.1              1.0                 -                 -             (0.3)         0.8 
 Net policyholder 
 returns 
 Net 
  income/(loss) 
  attributable to 
  policyholder 
  returns                                     (38.5)                 -                 -                 -      (38.5) 
 Change in 
  investment 
  contract 
  liabilities                     -          2,770.3                 -                 -                 -     2,770.3 
 Fee and 
  commission 
  expenses                        -          (192.6)                 -                 -                 -     (192.6) 
 Policyholder 
  investment 
  returns                         -        (2,577.7)                 -                 -                 -   (2,577.7) 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Net policyholder 
  returns                         -           (38.5)                 -                 -                 -      (38.5) 
 
 Profit on 
  ordinary 
  activities 
  before taxation 
  attributable to 
  policyholders 
  and 
  shareholders                 23.8            (4.5)             (1.9)        (1.2)                  (0.4)        15.8 
 Policyholder tax 
  credit/(charge)                 -             38.5                 -          -                        -        38.5 
  Profit on 
   ordinary 
   activities 
   before 
   taxation 
   attributable 
   to 
   shareholders                23.8             34.0             (1.9)        (1.2)                  (0.4)        54.3 
 Total tax 
  attributable to 
  shareholder and 
  policyholder 
  returns                     (4.4)             32.6               0.3             (0.4)               0.1        28.2 
 Less: tax 
  attributable to 
  policyholder 
  returns                         -           (38.5)                 -                 -                 -      (38.5) 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Shareholder tax 
  on profit on 
  ordinary 
  activities                  (4.4)            (5.9)               0.3             (0.4)               0.1      (10.3) 
 
 Profit/(loss) 
  for the 
  financial year               19.4             28.1             (1.6)             (1.6)             (0.3)        44.0 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 
   6.    Segmental reporting (continued) 

Statement of comprehensive income - segmental information for the year ended 30 September 2021:

 
                         Investment    Insurance and           Adviser       Other Group     Consolidation       Total 
                     administration   life assurance       back-office          entities       adjustments 
                           services         business        technology 
                               GBPm             GBPm              GBPm              GBPm              GBPm        GBPm 
 Revenue 
 Annual 
  commission 
  income                       58.9             45.3                 -                 -                 -       104.2 
 Wrapper fee 
  income                        2.6              8.1                 -                 -                 -        10.7 
 Adviser 
  back-office 
  technology                      -                -               2.4                 -                 -         2.4 
 Other income                   1.8              4.6                 -              60.4            (60.4)         6.4 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Gross 
  profit/(loss)                63.3             58.0               2.4              60.4            (60.4)       123.7 
 
 Cost of sales                (0.6)            (0.4)             (0.3)             (0.2)                 -       (1.5) 
 
 Expenses 
 Admin expenses              (34.5)           (21.8)             (3.4)            (59.2)              60.2      (58.8) 
 Credit loss 
  allowance on 
  financial 
  assets                      (0.2)                -                 -                 -                 -       (0.2) 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Operating 
  profit/(loss)                28.0             35.8             (1.3)         0.9                   (0.2)        63.2 
 
 Interest expense                 -                -                 -             (0.4)               0.2       (0.2) 
 Interest income                  -              0.2                 -               0.1             (0.2)         0.1 
 Net policyholder 
 returns 
 Net 
  income/(loss) 
  attributable to 
  policyholder 
  returns                                       31.5                 -                 -                 -        31.5 
 Change in 
  investment 
  contract 
  liabilities                     -        (2,736.1)                 -                 -                 -   (2,736.1) 
 Fee and 
  commission 
  expenses                        -          (204.1)                 -                 -                 -     (204.1) 
 Policyholder 
  investment 
  returns                         -          2,940.2                 -                 -                 -     2,940.2 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Net policyholder 
  returns                         -             31.5                 -                 -                 -         0.5 
 Profit on 
  ordinary 
  activities 
  before taxation 
  attributable to 
  policyholders 
  and 
  shareholders                 28.0             36.5             (1.3)         0.6                   (0.2)        63.6 
 Policyholder tax 
  credit/(charge)                 -           (31.0)                 -          -                        -      (31.0) 
 Profit on 
  ordinary 
  activities 
  before taxation 
  attributable to 
  shareholders                 28.0             36.5             (1.3)         0.6                   (0.2)        63.6 
 Total tax 
  attributable to 
  shareholder and 
  policyholder 
  returns                     (5.3)           (37.6)               0.3             (0.7)             (0.2)      (43.5) 
 Less: tax 
  attributable to 
  policyholder 
  returns                         -             31.0                 -                 -                 -        31.0 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 Shareholder tax 
  on profit on 
  ordinary 
  activities                  (5.3)            (6.6)               0.3             (0.7)             (0.2)      (12.5) 
 
 Profit/(loss) 
  for the 
  financial year               22.7             29.9             (1.0)             (0.1)             (0.4)        51.1 
-----------------  ----------------  ---------------  ----------------  ----------------  ----------------  ---------- 
 

The comparative table has been restated to correct arithmetic errors and to include the 'Other Operating Entities' segment. These errors related only to the segmental reporting table and did not impact any financial statement line items. See further details below.

   6.    Segmental reporting (continued) 
 
 Line             Line             Segment            Amount    Amount    Change    Explanation of 
  in current       in prior                            in CY     in PY     (GBPm)    change 
  year             year                                (GBPm)    (GBPm) 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Reclass amount 
 Annual           Annual                                                             of 3.4m from Annual 
  Commission       Commission                                                        commissions to 
  Income           Income          Insurance          45.3      48.7      (3.4)      other income 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Reclass amount 
                                                                                     of 3.4m from Annual 
 Other            Other                                                              commissions to 
  Income           Income          Insurance          4.6       1.2       3.4        other income 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Recharged services 
                                                                                     of GBP60.4m to 
                                                                                     ISL that are eliminated 
 Other            Other                                                              on consolidation 
  Income           Income                                                            that hadn't been 
  Total            Total           Other Group                                       included in PY 
  fee income       fee income       Entities          60.4      -         60.4       disclosure 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Recharged services 
                                                                                     of GBP60.4m to 
 Other            Other                                                              ISL that are eliminated 
  Income           Income                                                            on consolidation 
  Total            Total           Consolidated                                      not included in 
  fee income       fee income       adjustments       (60.4)    -         (60.4)     PY disclosure 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Reclass the amount 
                                                                                     of admin expense 
                                                                                     that should be 
                                                                                     included in other 
                                                                                     group entities 
                                   Investment                                        of total 59.2m 
                                    administration                                   from IAS (30.3m), 
 Admin            Admin             services                                         Insurance (27.8m) 
  expenses         expense          (IAS)             (34.5)    (64.8)    (30.3)     and T4A (1.1m) 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Reclass the amount 
                                                                                     of admin expense 
                                                                                     that should be 
                                                                                     included in other 
                                                                                     group entities 
                                                                                     of total 59.2m 
                                                                                     from IAS (30.3m), 
 Admin            Admin                                                              Insurance (27.8m) 
  expenses         expense         Insurance          (21.8)    (49.6)    (27.8)     and T4A (1.1m) 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Reclass the amount 
                                                                                     of admin expense 
                                                                                     that should be 
                                                                                     included in other 
                                                                                     group entities 
                                                                                     of total 59.2m 
                                                                                     from IAS (30.3m), 
 Admin            Admin            Other Group                                       Insurance (27.8m) 
  expenses         expense          Entities          (59.2)    -         59.2       and T4A (1.1m) 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Number changed 
                                                                                     to correctly sum 
 Profit/(loss)    Profit/(loss)                                                      the revenue - 
  before           before                                                            expenses for the 
  tax              tax             IAS                28.0      3.2       24.8       segment 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Number changed 
                                                                                     to correctly sum 
 Profit/(loss)    Profit/(loss)                                                      the revenue - 
  before           before                                                            expenses for the 
  tax              tax             Insurance          36.5      39.0      (2.5)      segment 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
                                                                                    Number changed 
                                                                                     to correctly sum 
 Profit/(loss)    Profit/(loss)                                                      the revenue - 
  before           before          Consolidation                                     expenses for the 
  tax              tax              adjustments       (0.2)     60.2      (60.4)     segment 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
 Profit           Profit 
  for the          for the                                                          Correctly casting 
  financial        financial                                                         the segmental 
  year             year            IAS                22.7      44.1      (21.4)     column 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
 Profit           Profit 
  for the          for the                                                          Correctly casting 
  financial        financial                                                         the segmental 
  year             year            Insurance          29.9      49.6      (19.7)     column 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
 Profit           Profit 
  for the          for the                                                          Correctly casting 
  financial        financial       Other Group                                       the segmental 
  year             year             Entities          (0.1)     -         (0.1)      column 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
 Profit           Profit 
  for the          for the                                                          Correctly casting 
  financial        financial       Consolidation                                     the segmental 
  year             year             adjustments       (0.4)     (42.4)    42.0       column 
---------------  ---------------  -----------------  --------  --------  --------  ------------------------- 
 

Statement of financial position - segmental information for the year ended 30 September 2022:

 
 
 
                                 Investment      Insurance and            Adviser 
                             administration     life assurance        back-office 
                                   services           business         technology         Total 
                                      GBP'm              GBP'm              GBP'm         GBP'm 
Assets 
Non-current assets                     10.4               30.6                0.8          41.8 
Current assets                         71.8              144.7                3.8         220.3 
Total assets                           82.2              175.3                4.6         262.1 
 
Liabilities 
Current liabilities                    10.5               22.5                1.1          34.1 
Non-current liabilities                 1.9               52.8                0.1          54.8 
Total liabilities                      12.4               75.3                1.2          88.9 
 
Policyholder assets and 
 liabilities 
Cash held for the benefit 
 of policyholder                          -            1,458.6                  -       1,458.6 
Investments held for the 
 benefit of policyholders                 -           20,715.8                  -      20,715.8 
Liabilities for linked 
 investment contracts                     -         (22,174.4)                  -    (22,174.4) 
Total policyholder assets                                         -             -             - 
 and liabilities                              - 
 
Net assets                             69.8              100.0                3.4         173.2 
 
Non-current 
 asset additions                        0.2                     0.1           0.0              0.3 
 
 
 
   6.    Segmental reporting (continued) 

Statement of financial position - segmental information for the year ended 30 September 2021:

 
                            Investment administration            Insurance                      Total 
                                             services   and life assurance 
                                                                  business           Adviser 
                                                                                 back-office 
                                                                                  technology 
                                                GBP'm                GBP'm             GBP'm    GBP'm 
Assets 
Non-current 
 assets                                          11.8                 20.0            -          31.8 
Current assets                                   67.3                130.8          3.9         202.0 
Total assets                                     79.1                150.8          3.9         233.8 
 
Liabilities 
Current liabilities                               8.1                 22.5          0.7          31.3 
Non-current liabilities                           2.6                 36.6            -          39.2 
Total liabilities                                10.7                 59.1          0.7          70.5 
 
Policyholder assets 
 and liabilities 
Cash held for the 
 benefit of policyholder                            -              1,266.3            -       1,266.3 
Investments held 
 for the benefit 
 of policyholders                                   -             21,787.1            -      21,787.1 
Liabilities for 
 linked investment 
 contracts                                          -           (23,053.4)            -    (23,053.4) 
Total policyholder                                  -                    -            -             - 
 assets and liabilities 
 
Net assets                                       68.4                 91.7          3.2         163.3 
 
Non-current asset additions                       0.3                  0.3            -           0.6 
 
 

Segmental information: Split by geographical location

 
                  2022   2021 
                 GBP'm  GBP'm 
Revenue 
United Kingdom   128.3  118.9 
Isle of Man        5.3    4.8 
Total            133.6  123.7 
 
 
                            2022         2021 
                           GBP'm        GBP'm 
Non-current assets 
United Kingdom              25.1         26.8 
Isle of Man                    -          0.1 
Total                       25.1         26.9 
 

7. Earnings per share

 
                                           2022      2021 
 
Profit 
Profit for the year and earnings 
 used in basic and diluted earnings 
 per share                             GBP44.0m  GBP51.1m 
 
Weighted average number of shares 
Weighted average number of Ordinary 
 shares                                  331.3m    331.3m 
Weighted average numbers of Ordinary 
 Shares held by Employee Benefit 
 Trust                                   (0.4m)    (0.3m) 
Weighted average number of Ordinary 
 Shares for the purposes of basic 
 EPS                                     330.9m    331.0m 
Adjustment for dilutive share option 
 awards                                    0.4m      0.3m 
Weighted average number of Ordinary 
 Shares for the purposes of diluted 
 EPS                                     331.3m    331.3m 
 
Earnings per share 
Basic and diluted                         13.3p     15.4p 
 

Earnings per share ("EPS") is calculated based on the share capital of IntegraFin Holdings plc and the earnings of the consolidated Group.

Basic EPS is calculated by dividing profit after tax attributable to ordinary equity shareholders of the Company by the weighted average number of Ordinary Shares outstanding during the year. The weighted average number of shares excludes shares held within the Employee Benefit Trust to satisfy the Group's obligations under employee share awards.

Diluted EPS is calculated by adjusting the weighted average number of Ordinary Shares outstanding to assume conversion of all potentially dilutive Ordinary Shares.

8. Expenses by nature

The following expenses are included within administrative expenses:

Group

 
                                                                         2022   2021 
 
                                                                        GBP'm  GBP'm 
Depreciation                                                              2.6    2.8 
Amortisation                                                              0.4    0.3 
Wages and employee benefits expense                                      46.1   41.0 
Other staff costs                                                         1.0    0.6 
 
Auditor's remuneration: 
 
             *    auditing of the Financial Statements of the Company 
                  pursuant to the legislation                             0.1    0.2 
 
  *    auditing of the Financial Statements of subsidiaries               0.4    0.2 
 
  *    other assurance services                                           0.3    0.1 
 
Other Auditor's remuneration: 
 
  *    auditing of the Financial Statements of subsidiaries                 -    0.2 
 
  *    other assurance services                                             -    0.1 
 
Other professional fees                                                   4.7    3.5 
 
Regulatory fees                                                           4.2    3.5 
 
 
  *    Non-underlying expenses - backdated VAT                            8.0      - 
 
  *    Non-underlying expenses - interest on backdated VAT                0.8      - 
 
  *    Other non-underlying expenses                                      2.7    3.3 
Short-term lease payments: 
 
  *    land and buildings                                                 0.1    0.1 
 
Other occupancy costs                                                     2.3    1.2 
Other costs                                                               6.4    3.9 
Other income - tax relief due to 
 shareholders                                                           (2.4)  (2.2) 
Total administrative expenses                                            77.7   58.8 
 

"Other income - tax relief due to shareholders" relates to the release of policyholder reserves to the statement of comprehensive income.

Non-underlying expenses relate to back dated VAT and interest being due to HMRC after their review concluded that the inclusion of IAD in our VAT group was terminated with effect from July 2016, and reverse charge VAT is therefore payable on services provided by IAD since that date. We have been unsuccessful in two stages of appealing the decision, which resulted in non-underlying expenses of backdated VAT of GBP8.0 million for the period to September 2021 and non-recurring interest on the VAT due of GBP0.8m. For further details see the Financial Review.

   8.   E xpenses by nature (continued) 

Other non-underlying expenses relate professional fees and stamp duty in relation to acquisitions, and post-combination remuneration. The post-combination remuneration payment to the original shareholders of T4A is comprised of the deferred and additional consideration payable in relation to the acquisition of T4A and is recognised as remuneration over four years from January 2021 to December 2024. This non-underlying expense will continue in subsequent years and is expected to be GBP3 million in financial years 2022 to 2024, before reducing to GBP0.8 million in financial year 2025.

Company

 
                                                                        2022   2021 
                                                                       GBP'm  GBP'm 
Wages and employee benefits expense                                      0.6    0.4 
Non underlying expenses: 
 
  *    Remuneration                                                      3.0    2.2 
Auditor's remuneration: 
 
            *    auditing of the Financial Statements of the Company 
                 pursuant to the legislation                             0.2    0.3 
Other professional fees                                                  0.8    1.2 
Other costs                                                              0.2    0.6 
Total administrative expenses                                            4.8    4.7 
 

Wages and employee benefits expense

The average number of staff (including executive directors) employed by the Group during the financial year amounted to:

 
                                                           2022        2021 
                                                            No.         No. 
CEO                                                           2           2 
Client services staff                                       223         231 
Finance staff                                                69          61 
Legal and compliance staff                                   38          33 
Sales, marketing and product development 
 staff                                                       64          45 
Software development staff                                  131         122 
Technical and support staff                                  67          49 
                                                            594         543 
 

The Company has no employees (2021: nil).

Wages and employee (including executive directors) benefits expenses during the year, included within administrative expenses, were as follows:

 
                                   2022         2021 
                                  GBP'm        GBP'm 
Wages and salaries                 36.3         32.9 
Social security costs               4.2          3.4 
Other pension costs                 3.6          2.8 
Share-based payment costs           2.0          1.9 
                                   46.1         41.0 
 

8. E xpenses by nature (continued)

Compensation of key management personnel

Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the entity and as such, only directors are considered to meet this definition.

 
                                              2022         2021 
                                             GBP'm        GBP'm 
Short-term employee benefits*                  2.9          2.9 
Post-employment benefits                       0.2          0.1 
Share based payment                            0.4          0.4 
Social security costs                          0.4          0.4 
                                               4.1          3.8 
 
Highest paid director:                         0.6 
Short-term employee benefits*                  0.2          0.6 
Other benefits                                   -          0.1 
                                               No.          No. 
Number of directors for whom pension 
 contributions are paid                          8            8 
 

*Short-term employee benefits comprise salary and cash bonus.

9. I nterest income

 
                           Group  Company  Group  Company 
                            2022     2022   2021     2021 
                           GBP'm    GBP'm  GBP'm    GBP'm 
Interest income on bank 
 deposits                    0.6        -      -        - 
Interest income on loans     0.2      0.2    0.1      0.1 
                             0.8      0.2    0.1      0.1 
 

10. Policyholder investment returns

 
                                          2022     2021 
                                         GBP'm    GBP'm 
Change in fair value of underlying 
 assets                              (2,729.2)  2,810.1 
Investment income                        151.5    130.1 
Total investment returns             (2,577.7)  2,940.2 
 

11. Tax on profit on ordinary activities

Group

a) Analysis of charge in year

The income tax expense comprises:

 
                                                 2022         2021 
                                                GBP'm        GBP'm 
 
Corporation tax 
Current year - corporation tax                   10.0         12.2 
Adjustment in respect of prior 
 years                                            0.7          0.4 
                                                 10.7         12.6 
Deferred tax 
Current year                                    (0.4)        (0.2) 
Change in deferred tax charge/(credit) 
 as a result of higher tax rate                     -          0.1 
Total shareholder tax charge for 
 the year                                        10.3         12.5 
 
Policyholder taxation 
UK policyholder tax at 20% (2021: 
 20%)                                               -         11.5 
Deferred tax at 20% (2021: 20%)                (33.8)         19.6 
Prior year adjustments                          (4.9)        (0.3) 
Tax deducted on overseas dividends                0.2          0.2 
Total policyholder taxation                    (38.5)         31.0 
 
Total tax attributable to shareholder 
 and policyholder returns                      (28.2)         43.5 
 
   11.   T ax on profit on ordinary activities (continued) 
   b)    Factors affecting tax charge for the year 

The tax on the Group's profit before tax differs from the amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows:

 
                                                     2022         2021 
                                                    GBP'm        GBP'm 
 
Profit on ordinary activities before 
 taxation attributable to shareholders               54.3         63.6 
 
Profit on ordinary activities multiplied 
 by effective rate of Corporation 
 Tax 19% (2021: 19%)                                 10.3         12.1 
 
  Effects of: 
Non-taxable dividends                                   -        (0.1) 
Income / expenses not taxable / deductible 
 for tax purposes multiplied by effective 
 rate of corporation tax                            (0.2)          0.7 
Adjustments in respect of prior years                 0.7        (0.1) 
Effect of change in tax rate                            -          0.1 
Effect of lower tax rate jurisdiction               (0.5)            - 
Other adjustments                                       -        (0.2) 
                                                     10.3         12.5 
 
Add policyholder tax                               (38.5)         31.0 
 
                                                   (28.2)         43.5 
 

Company

   a)    Analysis of charge in year 
 
                                           2022         2021 
                                          GBP'm        GBP'm 
Deferred tax charge/(credit) (see 
 note 26)                                     -            - 
Total                                         -            - 
 
   b)   Factors affecting tax charge for the year 
 
                                                    2022         2021 
                                                   GBP'm        GBP'm 
Profit on ordinary activities before 
 tax                                                39.9         37.2 
 
Profit on ordinary activities multiplied 
 by effective rate of Corporation 
 Tax 19% (2021: 19%)                                 7.6          7.1 
 
  Effects of: 
Non-taxable dividends                              (8.5)        (8.0) 
Income / expenses not taxable / deductible 
 for tax purposes multiplied by effective 
 rate of Corporation Tax                             0.6          0.6 
Group loss relief to ISL                             0.3          0.3 
                                                       -            - 
 

12. Intangible assets - Group

 
                      Software 
                        and IP                  Customer 
                        rights  Goodwill   relationships  Software  Brand  Total 
Cost                     GBP'm     GBP'm           GBP'm     GBP'm  GBP'm  GBP'm 
At 1 October 
 2021                     12.5      18.3             2.1       2.0    0.3   35.2 
At 30 September 
 2022                     12.5      18.3             2.1       2.0    0.3   35.2 
 
Amortisation 
At 1 October 
 2021                     12.5         -             0.1       0.2    0.1   12.9 
Charge for the 
 year                        -         -             0.2       0.3      -    0.5 
At 30 September 
 2022                     12.5         -             0.3       0.5    0.1   13.4 
 
Net Book Value 
At 30 September 
 2021                        -      18.3             2.0       1.8    0.2   22.3 
 
At 30 September 2022         -      18.3             1.7       1.5    0.2   21.8 
 
 
Cost 
At 1 October 
 2020                     12.5      13.0               -         -      -   25.5 
Acquisitions 
 through business 
 combinations                -       5.3             2.1       2.0    0.3    9.7 
At 30 September 
 2021                     12.5      18.3             2.1       2.0    0.3   35.2 
 
Amortisation 
At 1 October 
 2020                     12.5         -               -         -      -   12.5 
Charge for the 
 year                        -         -             0.1       0.2    0.1    0.4 
At 30 September 
 2021                     12.5         -             0.1       0.2    0.1   12.9 
 
Net Book Value 
At 30 September 
 2020                        -      13.0               -         -      -   13.0 
At 30 September 
 2021                        -      18.3             2.0       1.8    0.2   22.3 
 
 
 

All intangible assets are externally generated.

Goodwill impairment assessment

In accordance with IFRS, goodwill is not amortised, but is assessed for impairment on an annual basis. The impairment assessment compares the carrying value of goodwill to the recoverable amount, which is the higher of value in use and the fair value less costs of disposal. The recoverable amount is determined based on value in use calculations. The use of this method requires the estimation of future cash flows and the determination of a discount rate in order to calculate the present value of the cash flows.

The goodwill relates to the acquisition of IAD Pty in July 2016 and T4A in January 2021.

The carrying amount of the IAD Pty goodwill is allocated to the two cash generating units ("CGUs") that relate to the Transact platform, as these are benefitting from the IAD PTY acquisition. The carrying amount of the goodwill for T4A is allocated to the CGU that relates to the CURO software as this is the source of revenue for T4A.

IAD Pty

 
                                         2022   2021 
                                        GBP'm  GBP'm 
Investment administration services        7.2    7.2 
Insurance and life assurance business     5.7    5.7 
Total                                    12.9   12.9 
 

12. I ntangible assets - Group (continued)

The carrying amount of the T4A goodwill is all allocated to the below CGU:

T4A

 
                                  2022   2021 
                                 GBP'm  GBP'm 
Adviser back-office technology     5.3    5.3 
 

Other assumptions are as follows:

 
                                            2022         2021 
Discount rate                              11.6%        10.0% 
Period on which detailed forecasts 
 are based                               5 years      5 years 
Long-term growth rate                       2.0%         1.0% 
 

The recoverable amounts of the above CGUs have been determined from value in use calculations based on cash flow projections from formally approved budgets covering a five year period to 30 September 2027. Post the five year business plan, the growth rate used to determine the terminal value of the cash generating units was based on a long-term growth rate of 2.0%. The discount rate is assessed on an annual basis and has been calculated using the weighted average cost of capital.

Based on management's experience, the key assumptions on which management has calculated its projections are net inflows, market growth and expense inflation.

The annual impairment tests relating to both acquisitions indicated that there is significant headroom in the recoverable amount over the carrying value of the CGUs. There is therefore no indication of impairment.

Projected cash flows are impacted by movements in underlying assumptions, including equity market levels, number of CURO users, employee numbers and cost inflation. The Group considers that projected cash flows of the investment administration services and insurance and life assurance business CGUs are most sensitive to movements in equity markets, because they have a direct impact on the level of the Group's fee income, while the adviser back-office technology CGU is most sensitive to the number of CURO users, as this forms the basis of its licence income.

A sensitivity analysis has been performed, with key assumptions being revised adversely to reflect the potential for future performance being below expected levels. This estimated that a fall in equity markets of approximately 45%, or a reduction of CURO users of 25% compared to expectations, would be required before the carrying value of any CGU would exceed the recoverable amount.

13. Property, plant and equipment - Group

 
                         Leasehold                  Fixtures      Motor 
                      improvements  Equipment   and Fittings   Vehicles   Total 
Cost                         GBP'm      GBP'm          GBP'm      GBP'm   GBP'm 
 
At 1 October 2021              1.7        3.6            0.2          -     5.5 
Additions                        -        0.3              -          -     0.3 
Disposals                        -      (0.2)              -          -   (0.2) 
Foreign exchange                 -          -              -          -       - 
At 30 September 
 2022                          1.7        3.7            0.2          -     5.6 
 
Depreciation 
 
At 1 October 2021              1.3        2.3            0.1          -     3.7 
Charge in the 
 year                          0.1        0.8              -          -     0.9 
Disposals                        -      (0.2)              -          -   (0.2) 
Foreign exchange                 -          -              -          -       - 
At 30 September 
 2022                          1.4        2.9            0.1          -     4.4 
 
Net Book Value 
At 30 September 
 2021                          0.4        1.3            0.1          -     1.8 
At 30 September 
 2022                          0.3        0.8            0.1          -     1.2 
 
Cost                         GBP'm      GBP'm          GBP'm      GBP'm   GBP'm 
 
At 1 October 2020              1.7        3.3            0.2        0.1     5.3 
Additions                        -        0.6              -          -     0.6 
Disposals                        -      (0.3)              -      (0.1)   (0.4) 
At 30 September 
 2021                          1.7        3.6            0.2          -     5.5 
 
Depreciation 
 
At 1 October 2020              1.2        1.6            0.1        0.1     3.0 
Charge in the 
 year                          0.1        1.0              -                1.1 
Disposals                        -      (0.3)              -      (0.1)   (0.4) 
At 30 September 
 2021                          1.3        2.3            0.1          -     3.7 
 
Net Book Value 
At 30 September 
 2020                          0.6        1.7              -          -     2.3 
At 30 September 
 2021                          0.4        1.3            0.1          -     1.8 
 

The Company holds no property, plant and equipment.

14. Right-of-use assets - Property - Group

 
Cost                   GBP'000 
 
At 1 October 2021          6.5 
Additions                    - 
Disposals                    - 
Foreign exchange           0.1 
At 30 September 2022       6.6 
 
Depreciation           GBP'000 
 
At 1 October 2021          2.8 
Charge in the year         1.7 
Disposals                    - 
Foreign exchange             - 
At 30 September 2022       4.5 
 
Net Book Value 
At 30 September 2021       3.6 
At 30 September 2022       2.1 
 
 
Cost                     GBP'm 
 
At 1 October 2020          5.6 
Additions                  1.3 
Disposals                (0.4) 
At 30 September 2021       6.5 
 
Depreciation           GBP'000 
 
At 1 October 2020          1.6 
Charge in the year         1.6 
Disposals                (0.4) 
At 30 September 2021       2.8 
 
Net Book Value 
At 30 September 2020       4.0 
At 30 September 2021       3.6 
 
 
 

Depreciation is calculated on a straight line basis over the term of the lease.

15. Investment in subsidiaries

 
                                  2022   2021 
                                 GBP'm  GBP'm 
Carrying value at 1 October       31.6   16.8 
Additions                            -   13.0 
Share-based payments               1.7    1.8 
Carrying value at 30 September    33.3   31.6 
 

15. I nvestment in subsidiaries (continued)

The Company has investments in the ordinary share capital of the following subsidiaries at 30 September 2022:

 
                                                    Incorporation 
                                                     and significant 
Name of Company            Holding          % Held   place of business  Business 
 
Direct holdings 
Integrated Financial       Ordinary Shares  100%    United Kingdom      Investment 
 Arrangements Ltd                                                        Administration 
IntegraFin Services        Ordinary Shares  100%    United Kingdom      Services 
 Limited                                                                 Company 
Transact IP Limited        Ordinary Shares  100%    United Kingdom      Software 
                                                                         provision 
                                                                         & development 
Integrated Application     Ordinary Shares  100%    Australia           Software 
 Development Pty                                                         maintenance 
 Ltd 
Transact Nominees          Ordinary Shares  100%    United Kingdom      Non-trading 
 Limited 
IntegraLife UK Limited     Ordinary Shares  100%    United Kingdom      Life Insurance 
IntegraLife International  Ordinary Shares  100%    Isle of Man         Life Assurance 
 Limited 
Transact Trustees          Ordinary Shares  100%    United Kingdom      Non-trading 
 Limited 
Objective Funds            Ordinary Shares  100%    United Kingdom      Dormant 
 Limited 
Objective Wealth           Ordinary Shares  100%    United Kingdom      Dormant 
 Management Limited 
Time For Advice            Ordinary Shares  100%    United Kingdom      Financial 
 Limited                                                                 planning 
                                                                         software 
 
Indirect holdings 
IntegraFin Limited         Ordinary Shares  100%    United Kingdom      Non-trading 
ObjectMastery (UK)         Ordinary Shares  100%    United Kingdom      Dormant 
 Limited 
IntegraFin (Australia)     Ordinary Shares  100%    Australia           Non-trading 
 Pty Limited 
 
 

The Group has 100% voting rights on shares held in each of the subsidiary undertakings.

All the UK subsidiaries have their registered office address at 29 Clement's Lane, London, EC4N 7AE. ILInt's registered office address is at 18-20 North Quay, Douglas, Isle of Man, IM1 4LE. IntegraFin (Australia) Pty's registered office address is at Level 4, 854 Glenferrie Road, Hawthorn, Victoria, Australia 3122. Integrated Application Development Pty Ltd's registered office address is 19-25 Camberwell Road, Melbourne, Australia.

The above subsidiaries have all been included in the consolidated Financial Statements.

Integrated Financial Arrangements Ltd is authorised and regulated by the Financial Conduct Authority. The principal activity of the Company and its subsidiaries is the provision of 'Transact', a wrap service that arranges and executes transactions between clients, their financial advisers and financial product providers including investment managers and stockbrokers.

15. I nvestment in subsidiaries (continued)

IntegraFin Services Limited (ISL), is the Group services company. All intra-group service contracts are held by this services company.

Integrated Application Development Pty Ltd (IAD Pty) provides software maintenance services to the Group.

IntegraFin Limited is the trustee of the IntegraSIP Share Incentive Plan, which was set up to allocate Class C Shares in the capital of the Company to staff. IntegraFin Limited undertakes no other activities.

Transact Nominees Limited holds customer assets as a nominee company on behalf of Integrated Financial Arrangements Ltd.

IntegraFin (Australia) Pty Limited is currently non-trading.

Transact IP Limited licenses its proprietary software to other members of the IntegraFin Group.

IntegraLife UK Limited is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. Its principal activity is the transaction of ordinary long-term insurance business within the United Kingdom.

IntegraLife International Limited is authorised and regulated by the Isle of Man Financial Services Authority and its principal activity is the transaction of ordinary long-term insurance business within the United Kingdom through the Transact Offshore Bond.

Time For Advice Limited is a specialist software provider for financial planning and wealth management.

Group restructure

On 1 July 2022 IFAL transferred the entire issued share capital of six subsidiaries to the Company. These transfers were made for nil consideration, and each of the transfers constituted a distribution in kind by IFAL. The amount of each distribution was taken to be the book value of the relevant shares, being:

   --      GBP1.7m for ILUK 
   --      GBP1.0m for ILInt 

-- GBP1 for each of Transact Nominees Limited, Transact Trustees Limited TTL, Objective Funds Limited and Objective Wealth Management Limited

The investments in the Company accounts are valued at cost, which in this case is nil.

16. Loans

This note analyses the loans payable by and receivable to the Company. The carrying amounts of loans are as follows:

Loans receivable

 
                                         2022   2021 
                                        GBP'm  GBP'm 
Loans receivable from third parties       5.7    3.5 
Interest receivable on loans                -    0.1 
Total gross loans                         5.7    3.6 
Credit loss allowance                   (0.2)  (0.2) 
Total net loans                           5.5    3.4 
 

The loans receivable are measured at amortised cost with the credit loss allowance charged straight to the statement of comprehensive income. The total movement in the credit loss allowance can be seen in Note 22.

Loans payable

 
                                    2022   2021 
                                   GBP'm  GBP'm 
Loan payable to subsidiary           8.0    9.0 
 
To be settled within 12 months       1.0    1.0 
To be settled after 12 months        7.0    8.0 
Total loan payable                   8.0    9.0 
 

The loans payable are initially recognised at fair value. Subsequent measurement is at amortised cost using the effective interest method. The interest charge is recognised on the statement of comprehensive income.

Interest on the loan is paid quarterly, whilst the remaining capital repayments are annual over the next 8 years.

17. Investments held for the benefit of policyholders

 
                        2022        2022      2021        2021 
                        Cost  Fair value      Cost  Fair value 
ILInt                  GBP'm       GBP'm     GBP'm       GBP'm 
Investments held 
 for the benefit 
 of policyholders    1,988.9     2,057.2   1,737.5     2,102.2 
                     1,998.9     2,057.2   1,737.5     2,102.2 
 
  ILUK 
Investments held 
 for the benefit 
 of policyholders   19,215.4    18,658.6  16,146.4    19,684.9 
                    19,215.4    18,658.6  16,146.4    19,684.9 
 
Total               21,214.3    20,715.8  17,883.9    21,787.1 
 

17. I nvestments held for the benefit of policyholders (continued)

All amounts are current as customers are able to make same-day withdrawal of available funds and transfers to third-party providers are generally performed within a month.

These assets are held to cover the liabilities for unit linked investment contracts. All contracts with customers are deemed to be investment contracts and, accordingly, assets are 100% matched to corresponding liabilities.

18. Liabilities for linked investment contracts

 
                                2022        2021 
                          Fair value  Fair value 
ILInt                          GBP'm       GBP'm 
Unit linked liabilities      2,201.4     2,199.7 
                             2,201.4     2,199.7 
 
  ILUK 
Unit linked liabilities     19,973.0    20,853.7 
                            19,973.0    20,853.7 
Total                       22,174.4    23,053.4 
 

Analysis of change in liabilities for linked investment contracts

 
                              2022       2021 
                             GBP'm      GBP'm 
Opening balance           23,053.4   18,112.9 
Investment inflows         3,113.9    3,391.3 
Investment outflows      (1,163.1)  (1,130.5) 
Compensation                     -        0.2 
Changes in fair value 
 of underlying assets      (2,729)    2,940.2 
Investment income            151.5          - 
Other fees and charges 
 - Transact                 (59.7)     (56.6) 
Other fees and charges 
 - third parties           (192.6)    (204.1) 
Closing balance           22,174.4   23,053.4 
 

The benefits offered under the unit-linked investment contracts are based on the risk appetite of policyholders and the return on their selected collective fund investments, whose underlying investments include equities, debt securities, property and derivatives. This investment mix is unique to individual policyholders. When the diversified portfolio of all policyholder investments is considered, there is a clear correlation with the FTSE 100 index and other major world indices, providing a meaningful comparison with the return on the investments.

The maturity value of these financial liabilities is determined by the fair value of the linked assets at maturity date. There will be no difference between the carrying amount and the maturity amount at maturity date.

19. Cash and cash equivalents

 
                                   2022   2021 
                                  GBP'm  GBP'm 
Bank balances - instant access    173.5  169.6 
Bank balances - notice accounts     9.5    6.5 
Total                             183.0  176.1 
 

Bank balances held in instant access accounts are current and available for use by the Group.

All of the bank balances held in notice accounts require less than 35 days' notice before they are available for use by the Group.

20. Cash held for the benefit of policyholders

 
                                             2022       2021 
                                            GBP'm      GBP'm 
Cash and cash equivalents held 
 for the benefit of the policyholders 
 - instant access - ILUK                  1,314.3    1,131.6 
Cash and cash equivalents held 
 for the benefit of the policyholders 
 - term deposits - ILUK                         -       37.2 
Cash and cash equivalents held 
 for the benefit of the policyholders 
 - instant access - ILINT                   144.2       96.5 
Cash and cash equivalents held 
 for the benefit of the policyholders 
 - term deposits - ILINT                                 1.0 
Total                                     1,458.5    1,266.3 
 

Cash and cash equivalents held for the benefit of the policyholders are held to cover the liabilities for unit linked investment contracts. These amounts are 100% matched to corresponding liabilities.

21. Financial assets at fair value through profit or loss

 
                               Group  Group 
                                2022   2020 
                               GBP'm  GBP'm 
Listed shares and securities     0.1    0.1 
Gilts                            3.0    5.0 
Total                            3.1    5.1 
 

Investments are all UK and sterling based and held at fair value.

22. Other prepayments and accrued income

 
                    Group  Company  Group  Company 
                     2022     2022   2021     2021 
                    GBP'm    GBP'm  GBP'm    GBP'm 
Accrued income       13.1        -   12.8        - 
Less: credit loss 
 allowance          (1.0)        -  (0.8)        - 
Accrued income 
 - net               12.1        -   12.0        - 
 
Prepayments           5.1      0.1    4.0        - 
Total                17.2      0.1   16.0        - 
 

22. O ther prepayments and accrued income (continued)

Movement in the credit loss allowance (for accrued income, loans receivable and trade and other receivables) is as follows:

 
                                                                 2022               2021 
                                                                GBP'm              GBP'm 
            Opening credit loss allowance                       (0.8)              (0.6) 
            Reduction in credit loss allowance                      -                  - 
            Decrease / (Increase) during the year               (0.2)              (0.2) 
            Balance at 30 September                             (1.0)              (0.8) 
 

23. Trade and other receivables

 
                      Group  Company  Group  Company 
                       2022     2022   2021     2021 
                      GBP'm    GBP'm  GBP'm    GBP'm 
Other receivables       2.1        -    0.9        - 
Less: credit loss 
 allowance            (0.1)        -  (0.1)        - 
Other receivables 
 net                    2.0        -    0.8        - 
Amounts owed by 
 Group undertakings       -      0.2      -      0.1 
Amounts due from 
 HMRC                     -        -    1.8        - 
Amount due from 
 policyholders to 
 meet current tax 
 liability                -        -    1.1        - 
Total                   2.0      0.2    3.7      0.1 
 

Amount due from HMRC is in respect of tax claimed on behalf of policyholders for tax deducted at source.

24. Trade and other payables

 
                          Group  Company  Group  Company 
                           2022     2022   2021     2021 
                          GBP'm    GBP'm  GBP'm    GBP'm 
Trade payables              1.6        -    0.4        - 
PAYE and other taxation     2.2      0.1    1.7      0.1 
Other payables              7.7      0.3    5.5      0.2 
Accruals and deferred 
 income                     8.3      0.3    8.1      0.4 
Deferred consideration      1.7      1.7    1.7      1.7 
Tota l                     21.5      2.4   17.4      2.4 
 

Other payables mainly comprises GBP4.8 million (2021: GBP4.2 million) in relation to bonds awaiting approval.

25. Lease liabilities

Lease liabilities - Property:

 
                                       2022   2021 
                                      GBP'm  GBP'm 
Opening balance                         5.1    6.1 
Additions                                 -    1.3 
Lease payments                        (2.4)  (2.5) 
Interest expense                        0.1    0.2 
Balance at 30 September                 2.8    5.1 
Amounts falling due within one year     1.9    2.4 
Amounts falling due after one year      0.9    2.7 
 

The above table provides a reconciliation of the financial liabilities arising from financing activities .

The Group has various leases in respect of property as a lessee. Lease terms are negotiated on an individual basis and run for a period of one to five years.

26. Deferred tax

Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 20% (2021: 20%) on policyholder assets and liabilities and 25% (2021: 25%) on non-policyholder items. The increase in the UK corporation tax rate from the current rate of 19% to 25% was substantively enacted in May 2021. This new rate has been applied to deferred tax balances which are expected to reverse after 1 April 2023, the date on which that new rate becomes effective.

 
Deferred Tax                                                         Policyholder 
Asset                                                                      Excess 
                                                      Policyholder     management   Policyholder 
                                                        Unrealised   expenses and     Unrealised          Other 
                  Accelerated                   losses/(unrealised       deferred      losses on     deductible 
                      Capital     Share based               gains)    acquisition     investment      temporary 
                   Allowances        payments                               costs         trusts    differences  Total 
                        GBP'm           GBP'm                GBP'm          GBP'm          GBP'm          GBP'm  GBP'm 
At 1 October 
 2020                       -             0.4                    -              -              -            0.1    0.5 
Charge to 
 income                     -             0.2                    -              -              -              -    0.2 
At 30 
 September 
 2021                       -             0.6                    -              -              -            0.1    0.7 
 
Excess tax 
 relief 
 charged to 
 equity                     -           (0.3)                    -              -              -              -  (0.3) 
Charge to 
 income                   0.1             0.2                  8.1            2.2            0.2              -   10.8 
Offset 
 Deferred Tax 
 Liability                                                   (5.2)                                               (5.2) 
At 30 
 September 
 2022                     0.1             0.5                  2.9            2.2            0.2            0.1    6.0 
 

26. D eferred tax (continued)

 
Deferred Tax Liability             Accelerated        Policyholder 
                            capital allowances   tax on unrealised   Other taxable 
                                                             gains     differences   Total 
                                         GBP'm               GBP'm           GBP'm   GBP'm 
At 1 October 2020                          0.1                 8.8               -     8.9 
Charge to income                             -                19.6             0.2    19.8 
Deferred tax acquired 
 through business 
 combination                                 -                   -             0.8     0.8 
At 30 September 
 2021                                      0.1                28.4             1.0    29.5 
Charge to income                         (0.1)              (23.2)           (0.1)  (23.4) 
Offset against Deferred 
 Tax asset                                                   (5.2)                   (5.2) 
At 30 September 2022                         -                   -             0.9     0.9 
 
 

The Company has no deferred tax assets or liabilities.

The deferred tax movement in 2022 arises due to significant falls in the value of equity and bond markets resulting in losses on investments held for the benefit of policyholders (GBP184.4m), as well as excess management charges (GBP3.7m). To support the recognition of the policyholder net deferred tax asset of GBP5.4m, modelling has been carried out to review the likely recovery period for the deferred tax asset. The modelling is based on management forecasts and concludes that the deferred tax asset on losses is expected to be recovered by financial year 2024. An extreme downside case was also modelled based on PRA Solvency II guidance to include a fall in type 1 equity stock markets, and a mass lapse of life insurance products, neither of which impacted the anticipated recovery.

   27.     Client monies and client assets 
 
2022               GBP'm                              GBP'm 
Client monies    3,346.8  Amounts due to clients    3,346.8 
Client assets   46,723.7  Corresponding liability  46,723.7 
 
2021               GBP'm                              GBP'm 
Client monies    2,901.5  Amounts due to clients    2,901.5 
Client assets   49,210.1  Corresponding liability  49,210.1 
 

The above client monies are held separately (off balance sheet) in client bank and the above client assets are held on behalf of Integrated Financial Arrangements Ltd by Transact Nominees Limited.

   28.     Provisions - Group 
 
                                                  2022   2021 
 
                                                 GBP'm  GBP'm 
Balance brought forward                           17.8   25.2 
(Decrease)/increase in dilapidations provision   (0.3)    0.1 
Decrease in ILInt non-linked unit provision      (0.1)      - 
(Decrease)/increase in ILUK policyholder 
 reserves                                         45.0  (7.5) 
Decrease in other provisions                     (5.6)      - 
Balance carried forward                           56.8   17.8 
Amounts falling due within one year               10.7   11.6 
Amounts falling due after one year                46.1    6.2 
 
Dilapidations provisions                           0.2    0.5 
ILInt non-linked unit provision                      -    0.1 
Current ILUK policyholder reserves                56.6   11.6 
Non-current ILUK policyholder reserves               -    5.6 
Total                                             56.8   17.8 
 

The dilapidation provisions relate to the current leasehold premises at 29 Clement's Lane, and the current ILInt leasehold premises at 18/20 North Quay, on the Isle of Man. The Group is committed to restoring the premises to their original state at the end of the lease term. Whilst it is probable that payments will be required for dilapidations, uncertainty exists with regard to the amount and timing of these payments, and the amounts provided represent management's best estimate of the Group's liability.

ILUK policyholder reserve comprises claims received from HMRC that are yet to be returned to policyholders, charges taken from unit-linked funds and claims received from HMRC to meet current and future policyholder tax obligations. These are expected to be paid to policyholders over the course of the next seven years.

   29.      Contingent consideration - Group and company 
 
                            2022   2021 
                           GBP'm  GBP'm 
Contingent consideration     1.7    0.8 
 

The T4A acquisition cost included additional consideration between GBP0 and GBP8.6 million, which is payable in January 2025 and contingent on T4A meeting certain performance targets over the next four years.

The fair value of the contingent consideration is remeasured at each reporting date. Management have estimated the fair value at 30 September 2022 as GBP3.9 million, and this is being recognised across the four year period from January 2021 to December 2024. The contingent consideration balance relates to the element of the additional consideration that has been recognised up to 30 September 2022.

   30.      Share-based payments 

Share-based payment reserve

 
                          Group  Company  Group  Company 
                           2022     2022   2021     2021 
                          GBP'm    GBP'm  GBP'm    GBP'm 
Balance brought forward     2.4      1.7    1.7      1.1 
Movement in the year        0.2      0.5    0.7      0.6 
Balance carried forward     2.6      2.2    2.4      1.7 
 

Share schemes

(i) SIP 2005

IFAL implemented a SIP trust scheme for its staff in October 2005. The SIP is an approved scheme under Schedule 2 of the Income Tax (Earnings & Pensions) Act 2003.

This scheme entitled all the staff who were employed in October 2005 to Class C shares in IFAL, subject to their remaining in employment with the Company until certain future dates.

The Trustee for this scheme is IntegraFin Limited, a wholly owned non-trading subsidiary of IFAL.

Shares issued under the SIP may not be sold until the earlier of three years after issue or cessation of employment by the Group. If the shares are held for five years they may be sold free of income tax or capital gains tax. There are no other vesting conditions.

The cost to the Group in the financial year to 30 September 2022 was GBPnil (2021: GBPnil). There have been no new share options granted.

   (ii)          SIP 2018 

The Company implemented an annual SIP awards scheme in January 2019. This is an approved scheme under Schedule 2 of the Income Tax (Earnings & Pensions) Act 2003, and entitles all eligible employees to ordinary shares in the Company. The shares are held in a UK Trust.

The scheme includes the following awards:

Free Shares

The Company may give Free Shares up to a maximum value, calculated at the date of the award of such Free Shares, of GBP3,600 per employee in a tax year.

The share awards are made by the Company each year, dependent on 12 months continuous service at 30 September. The cost to the Group in the financial year to 30 September 2022 was GBP0.6m (2021: GBP0.7m).

Partnership and Matching Shares

The Company provides employees with the opportunity to enter into an agreement with the Company to enable such employees to use part of their pre-tax salary to acquire Partnership Shares. If employees acquire Partnership Shares, the board grants relevant Matching Shares at a ratio of 2:1.

   30.     Share-based payments (continued) 

The cost to the Group in the financial year to 30 September 2022 was GBP0.5m (2021: GBP0.5m).

   (iii)         Performance Share Plan 

The Company implemented an annual PSP scheme in December 2018. Awards granted under the PSP take the form of options to acquire Ordinary Shares for nil consideration. These are awarded to Executive Directors, Senior Managers and other employees of any Group Company, as determined by the Remuneration Committee.

The exercise of the PSP awards is conditional upon the achievement of a performance condition set at the time of grant and measured over a three year performance period.

The cost to the Group in the financial year to 30 September 2022 was GBP0.8m (2021: GBP0.7m). This is based on the fair value of the share options at grant date, rather than on the purchase cost of shares held in the Employee Benefit Trust reserve, in line with IFRS 2 Share-based Payment.

Details of the share awards outstanding are as follows:

 
                                                                   2022                  2021 
                                                                 Shares                Shares 
                                                               (number)              (number) 
            SIP 2018 
            Shares in the plan at start of the 
             year                                               692,683               473,683 
            Granted                                             292,318               295,210 
            Shares withdrawn from the plan                    (130,754)              (76,210) 
           Shares in the plan at end of year                    854,247               692,683 
            Available to withdraw from the plan 
             at end of year                                     314,161               148,543 
 

Details of the movements in the share scheme during the year are as follows:

 
                                              2022                  2022                   2021                   2021 
                                          Weighted                Shares               Weighted                 Shares 
                                           average                                      average 
                                          exercise                                     exercise 
                                             price                                        price 
                                           (pence)              (number)                (pence)               (number) 
            SIP 2005 
            Outstanding at 
             start 
             of the year                      0.00               872,709                   0.00              1,201,223 
            Shares 
             withdrawn from 
             the plan                         0.00              (67,200)                   0.00              (328,514) 
            Shares in the 
             plan 
             at end of year                   0.00               805,509                   0.00                872,709 
            Available to 
             withdraw 
             from the plan 
             at end 
             of year                          0.00               805,509                   0.00                872,709 
 

The weighted average share price at the date of withdrawal for shares withdrawn from the plan during the year was 425.47 pence (2021: 507.35 pence).

   30.    Share-based payments (continued) 

At 30 September 2022 the exercise price was GBPnil as they were all nil cost options.

 
                                           2022                    2022                   2021                    2021 
                                       Weighted                   Share               Weighted                   Share 
                                        average                 options                average                 options 
                                       exercise                                       exercise 
                                          price                                          price 
                                        (pence)                (number)                (pence)                (number) 
            PSP 
            Outstanding 
             at start 
             of the year                   0.00                 576,088                   0.00                 434,643 
            Granted                        0.00                 184,772                   0.00                 141,445 
            Forfeited                      0.00                       -                   0.00                       - 
            Exercised                      0.00                (85,553) 
            Outstanding 
             at 
             end of year                   0.00                 675,307                   0.00                 576,088 
            Exercisable 
             at 
             end of year                   0.00                 183,958                   0.00                       - 
 

The fair value of options granted during the year has been estimated using the Black-Scholes model. The principal assumptions used in the calculation were as follows:

 
                                                                    2022                 2021 
            PSP 
            Share price at date of grant                           522.5                555.0 
            Exercise price                                           Nil                  Nil 
            Expected life                                        3 years              3 years 
            Risk free rate                                         0.69%                0.00% 
            Dividend yield                                         1.91%                1.50% 
            Weighted average fair value per option                493.3p               530.7p 
 

31. Employee Benefit Trust reserve

Group:

 
                            2022   2021 
                           GBP'm  GBP'm 
Balance brought forward    (2.1)  (1.1) 
Purchase of own shares     (0.3)  (1.0) 
Balance carried forward    (2.4)  (2.1) 
 

Company:

 
                            2022   2021 
                           GBP'm  GBP'm 
Balance brought forward    (1.8)  (0.9) 
Purchase of own shares     (0.3)  (0.9) 
Balance carried forward    (2.1)  (1.8) 
 
   31.   E mployee Benefit Trust reserve (continued) 

The Employee Benefit Trust ("EBT") was settled by the Company pursuant to a trust deed entered into between the Company and Intertrust Employee Benefit Trustee Limited ("Trustee"). The Company has the power to remove the Trustee and appoint a

new trustee. The EBT is a discretionary settlement and is used to satisfy awards made under the PSP.

The Trustee purchases existing Ordinary Shares in the market, and the amount held in the EBT reserve represents the purchase cost of IHP shares held to satisfy options awarded under the PSP scheme. IHP is considered to be the sponsoring entity of the EBT, and the assets and liabilities of the EBT are therefore recognised as those of IHP. Shares held in the trust are treated as own shares and shown as a deduction from equity.

   32.    Other reserves - Group 
 
                                        2022   2021 
                                       GBP'm  GBP'm 
Foreign exchange reserves                  -  (0.1) 
Non-distributable merger reserve         5.7    5.7 
Non-distributable insurance reserves       -    0.5 
 

Foreign exchange reserves are gains/losses arising on retranslating the net assets of

IAD Pty into sterling.

Non-distributable reserves relate to the non-distributable merger reserve held by one of the Company's subsidiaries, IFAL, which is classified within other reserves on a Group level .

   33.   Related parties 

During the year the Company did not render nor receive any services with related parties within the Group, and at the year end the Company had the following intra-Group receivables:

 
                                      Amounts owed by 
                                       related parties 
Company                                  2022      2021 
                                        GBP'm     GBP'm 
Integrated Financial Arrangements 
 Ltd                                      0.1       0.1 
 

A loan of GBP10 million was issued to the Company by IntegraLife UK Limited in FY21. This is an arm's length transaction as interest is charged at a commercial rate. IHP is paying the loan off over ten years and made the second payment of GBP1 million, plus accrued interest, during the year. The current loan balance is GBP8 million.

The Group has not recognised any expected credit losses in respect of related party receivables, nor has it been given or received any guarantee during 2022 or 2021 regarding related party transactions.

33. Related parties (continued)

Payments to key management personnel, defined as members of the board, are shown in the Remuneration Report. Directors of the Company received a total of GBP3.6million (2021: GBP3.3million) in dividends during the year and benefitted from staff discounts for using the platform of GBP2k (2021: GBP2k). The number of IHP shares held at the end of the year by key management personnel was 35,207,874, a increase of 1,123 from last year.

All of the above transactions are commercial transactions undertaken in the normal course of business.

   34.             Events after the reporting date 

A second interim dividend of 7.0 pence per share was declared on 13 December 2022. This dividend has not been accrued in the consolidated statement of financial position.

   35.             Dividends 

During the year to 30 September 2022 the Company paid interim dividends of GBP33.8million (2021: GBP28.5million) to shareholders. The Company received dividends from subsidiaries of GBP45.0million (2021: GBP42.1million).

DIRECTORS, COMPANY DETAILS, ADVISERS

Executive Directors

Michael Howard

Alexander Scott

Jonathan Gunby

Non-Executive Directors

Richard Cranfield

Christopher Munro

Rita Dhut

Caroline Banszky

Victoria Cochrane

Robert Lister

Company Secretary

Helen Wakeford

Independent Auditors

Ernst & Young LLP, 25 Churchill Place, Canary Wharf, London, E14 5EY

Solicitors

Eversheds Sutherland, One Wood Street, London, EC2V 7WS

Corporate Advisers

Peel Hunt LLP, 7(th) Floor 100 Liverpool Street, London, England, EC2M 2AT

Barclays Bank PLC, 5 The North Colonnade, Canary Wharf, London, E14 4BB

Principal Bankers

NatWest Bank Plc, 135 Bishopsgate, London, EC2M 3UR

Registrars

Equiniti Group plc, Sutherland House, Russell Way, Crawley, RH10 1UH

Registered Office

29 Clement's Lane, London, EC4N 7AE

Investor Relations

Luke Carrivick 020 7608 4900

Website

www.integrafin.co.uk

Company number

8860879

Glossary of Alternative Performance Measures ("APMs")

Various alternative performance measures are referred to in the Annual Report, which are not defined by IFRS. They are used in order to provide better insight into the performance of the Group. Further details are provided below.

 
APM             Definition and purpose 
Operational performance measures 
Funds under     Calculated as the total market value of all cash 
 direction       and assets on the platform, valued as at the 
 ("FUD")         respective year end. 
                 Year end                     2022    2021 
                                             GBPbn   GBPbn 
                 Cash                         3.51    2.91 
                 Assets                      46.56   49.20 
                 FUD                         50.07   52.11 
                 % change on the previous 
                  year                         -4%     27% 
 
                 Average daily FUD            2022    2021 
                                             GBPbn   GBPbn 
                 Cash                         3.23    2.91 
                 Assets                      49.27   44.33 
                 FUD                         52.50   47.24 
                 % change on the previous 
                  year                         11%     22% 
 
 
                 The measurement of FUD is the primary driver 
                 of the largest component of the Group's revenue. 
                 FUD is used to derive the annual commissions 
                 due to the Group. 
 
                 These values are not reported within the financial 
                 statements or the accompanying notes. 
Gross inflows   Calculated as gross inflows onto the platform 
and net          less outflows leaving the platform by clients 
inflows          during the respective financial year. 
 
                 Inflows and outflows are measured as the total 
                 market value of assets and cash joining or leaving 
                 the platform.                             2022    2021 
                                             GBPbn   GBPbn 
                 Gross inflows                4.73    7.70 
                 Outflows                     2.53    2.74 
                 Net inflows                  2.19    4.95 
                 % change on the previous 
                  year                        -56%     38% 
 
                 The measurement of net inflows onto the platform 
                 shows the net movement of cash and assets on 
                 the platform during the year. This directly contributes 
                 to FUD and therefore revenue. 
 
                 These values are not reported within the financial 
                 statements or the accompanying notes. 
Adviser and     Calculated as the total number of advisers or 
client numbers   clients as at the financial year end. 
 
                 Advisers are calculated as the number of advisers 
                 with over GBP1k of client FUD on the platform. 
 
                 Clients are calculated as the total number of 
                 clients on the platform. 
 
                 T4A licence users calculated as the total number 
                 of core licence users active on the CURO platform.                        2022      2021 
                                      GBP'000   GBP'000 
                 Advisers                 6.9       6.5 
                 % increase                5%        5% 
                 Clients                224.7     208.6 
                 % increase                8%        9% 
                 T4A licence users        2.2       1.5 
                 % increase               44% 
 
 
                 This measurement is an indicator of our presence 
                 in the market. 
 
                 These values are not reported within the financial 
                 statements or the accompanying notes. 
Income statement measures 
Non-underlying  Calculated as costs which have been incurred 
 expenses        outside of the ordinary course of the business. 
                 Non-underlying expenses    2022   2021 
                                            GBPm   GBPm 
                 Backdated VAT               8.0      - 
                 Interest on backdated 
                  VAT                        0.8      - 
                 Other                       2.7    3.3 
                 Non-underlying expenses    11.5    3.3 
 
 
                 Our non-underlying expenses represent costs which 
                 do not relate to our recurring business operations 
                 and hence should be separated from operating 
                 expenses in the income statement. 
 
                 Non-underlying expenses relate to back dated 
                 VAT and interest being due to HMRC after their 
                 review concluded that the inclusion of IAD in 
                 our VAT group was terminated with effect from 
                 July 2016, and reverse charge VAT is therefore 
                 payable on services provided by IAD since that 
                 date. We have been unsuccessful in two stages 
                 of appealing the decision, which resulted in 
                 non-underlying expenses of backdated VAT of GBP8.0 
                 million for the period to September 2021 and 
                 non-recurring interest on the VAT due of GBP0.8m. 
                 For further details see the Financial Review. 
 
                 Other costs consist of professional fees and 
                 stamp duty in relation to acquisitions (FY21 
                 only), and post-combination remuneration. Post-combination 
                 remuneration relates to the payment to the original 
                 shareholders of T4A. This is comprised of the 
                 deferred and additional consideration payable 
                 in relation to the acquisition of T4A and is 
                 recognised as remuneration over four years from 
                 January 2021 to December 2024. This non-underlying 
                 expense will continue in subsequent years and 
                 is expected to be GBP3 million in financial years 
                 2022 to 2024, before reducing to GBP0.8 million 
                 in financial year 2025. Other costs in FY22 also 
                 include a credit of GBP0.3 million in relation 
                 to the dilapidations provision on the Group's 
                 Clement's Lane office, as it has been established 
                 that this is no longer required. 
Underlying      Calculated as profit after tax net of non-underlying 
 earnings per    expenses, divided by called up equity share capital.                                       2022   2021 
 share                                                  GBPm   GBPm 
                 Profit after tax                       44.0   51.1 
                 Non-underlying expenses                11.5   1.6* 
                 Tax allowable element 
                  of costs                             (1.4)    0.3 
                 Underlying profit after 
                  tax                                   54.1   53.0 
                 Divide by: Called up equity 
                  share capital                          3.3    3.3 
                 Underlying earnings per 
                  share                                16.3p  16.0p 
 
                 * Includes VAT on IAD costs of GBP1.7 million 
                  for FY21, though the actual costs were 
                  recorded in FY22 
Underlying      Calculated as profit before tax net of non-underlying 
 profit before   expenses. 
 tax                                             2022   2021 
                                                 GBPm   GBPm 
                 Profit before tax               54.3   63.6 
                 Add: Non-underlying expenses    11.5   1.6* 
                 Underlying profit before 
                  tax                            65.8   65.2 
 
 
                 * Includes VAT on IAD costs of GBP1.7 million 
                 for FY21, though the actual costs were recorded 
                 in FY22. 
Cash flow measures 
Dividend per    Calculated as dividend per share paid to shareholders, 
 share           which relate to the respective financial years. 
                                                2022        2021 
                 1(st) interim dividend    3.2 pence   3.0 pence 
                 2(nd) interim dividend    7.0 pence   7.0 pence 
                 Shareholder returns      10.2 pence  10.0 pence 
                 % increase on previous 
                  financial year                2.0%       20.5% 
 
 
                 There are generally two dividend payments made 
                 relating to each financial year. Shareholder 
                 returns is a measurement of the total cash dividend 
                 received by each shareholder for each indvidual 
                 share held by them. 
Dividend        Calculated as total cash dividends paid in relation 
policy           to the respective financial year, divided by 
                 the post-tax profit relating to that same financial 
                 year. 
                                               2022   2021 
                                               GBPm   GBPm 
                 Total cash dividends paid     33.8   33.1 
                 Profit for the financial 
                  year                         44.0   51.1 
                 Dividends as a % of profit     77%    65% 
 
 
                 Our policy is to pay 60% to 65% of full year 
                 profit after tax as two interim dividends. For 
                 FY22 the total dividend is 77% of IFRS reported 
                 profit for the financial year, but is 62% after 
                 excluding non-underlying expenses. 
 
                 Delivery on dividend policy is a measurement 
                 of our performance against the policy and the 
                 businesses ability to generate distributable 
                 profits. 
 

[1] Investments made under EET indicates that the initial investment is made exempt of tax first E, the second E denotes that income and gains on the investment is also exempt whilst in the wrapper. The T in this case represents that the withdrawal is taxed in line with the individual's personal tax rate. E.g. Pensions. In contrast TEE denotes that the investment is made from taxed income but income and gains on the investment and withdrawals are exempt represented by the second and third E. e.g. ISAs.

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(END) Dow Jones Newswires

December 14, 2022 02:00 ET (07:00 GMT)

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