Annual Report and Financial Statements 
for the year ended 31 December 2016
Connected systems 
for connected journeys
21
st
 Century Technology plc Annual Report and Financial Statements for the year ended 31 December 2016 21
st
 Century Technology plc is the specialist provider of tailored 
solutions to the transport community, solving complex operational 
requirements both on and off the vehicle.
With over 20 years’ experience in the transport industry, 21
st
 Century 
specialises in providing innovative technology solutions that improve 
the passenger experience and provide operational benefits  to fleet  
and network operators through 21
st
 Century Fleet Systems and 
21
st
 Century Passenger Systems and strives to connect the two 
in order to create the complete connected journey.
CONNECTED SYSTEMS  
FOR CONNECTED JOURNEYS 
EXPERTS IN MULTIPLE 
TRANSPORT TECHNOLOGIES
A GREAT TEAM OF PEOPLE 
WHO UNDERSTAND 
TRANSPORT
DELIVERING EFFICIENCIES 
FOR OUR CUSTOMERS FINANCIAL HEADLINES
 - Revenue £11.6m (2015: £12.2m)
 - Underlying loss £1.4m before tax (2015: underlying profit £0.05m)
 - Loss per share 2.47p (2015: 5.17p)
 - Cash at year end £0.5m (2015: £1.0m)
 - £0.3m debt financing raised and £0.4m invoice discounting facility 
opened to support working capital requirements
 - Cost base restructured to generate annualised savings of £1.4m
OPERATIONAL HEADLINES
 - Five-year renewal of First UK Bus framework to 2021
 - Framework with Arriva UK Bus extended for two years 
with an optional third year
 - Secured first airport contract combining Fleet and Passenger 
segments of the business
 - Ongoing investment in R&D extends our own IP in new 
technologies and software 
 - Customer trials of innovative low-power, solar and E-ink 
information systems 
 - Journeo Remote Condition Monitoring
 - Unified businesses under a single 21
st
 Century brand identity
 - Relocated sales, service and central support functions 
to new Ashby-de-la-Zouch head office
 - All ISO accreditations for Fleet and Passenger segments 
renewed via audit
OVERVIEW
1 Headlines
2 At a glance
4 Chairman’s statement
GOVERNANCE
13 Board of Directors 
13 Senior management team
14 Report on corporate governance
16 Report on Directors’ remuneration
18 Directors’ report
FINANCIAL STATEMENTS
22	 	 A udit or ’ s 	r epor t 	on	the	Gr oup 	fina ncial 	statements
23  Consolidated statement of comprehensive income 
for the year ended 31 December 2016
24  Consolidated statement of changes in equity  
for the year ended 31 December 2016
25	 	 Consolidated	statement	of	financ ial	position	
at 31 December 2016
26	 	 Consolidated	statement	of	cash 	fl ows 	 
for the year ended 31 December 2016
27	 	 Notes	t o	the 	consolidated	financi al 	statements	
for the year ended 31 December 2016
49  Auditor’s report on the parent company 
financial 	statements
50	 	 Company	state ment 	of	financial 	p osition 	 
at 31 December 2016
51  Company statement of changes in equity  
for the year ended 31 December 2016
52	 	 Notes	t o	the 	Company	financial 	s tatements	
for the year ended 31 December 2016
56 Corporate information
Further information on the Company is available on
www.21stplc.com or search for 21
st
 Century Technology  
on LinkedIn and @21stCenturyLtd on Twitter.
STRATEGIC REPORT
6 Chief Executive’s report
10 Technology report
11 Principal risks and uncertainties
HEADLINES
Overview Strategic report Governance
21
st
 Century Technology plc Annual Report and Financial Statements 2016 1
Financial statements AT A GLANCE
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Pantograph
monitoring
In-carriage 
CCTV
FFCCTV
Driver-only 
operation
21
st
 Century: The trusted integrator for Passenger and Fleet Systems
With the culture, capabilities and efficiency to support the demanding 
requirements of its customers, 21
st
 Century is uniquely placed to integrate 
products from global-scale manufacturers and niche specialists into our own 
tailored solutions. Delivering connected systems for connected journeys.
INTEGRATION, INNOVATION 
AND DEVELOPMENT
With in-house software 
development capability and 
technically agile Development 
teams, 21
st
 Century is able 
to provide customers with 
innovative new solutions that get 
the best from legacy equipment 
whilst building for the smart 
transport systems of tomorrow.
DESIGN
Industry leading product knowledge 
and experience enables 21
st
 Century 
to design the very best solutions for 
its customers, whether they be  
on-vehicle systems, off-board 
technologies or a combination of both.
2 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Overview Destinatio nDue Departures for Stand A
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CCTV
FFCCTV
Driver-only 
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Pantograph
monitoring
In-carriage 
CCTV
FFCCTV
Driver-only 
operation
INSTALLATION
21
st
 Century has a proven track 
record of delivering the highest 
quality installations across 
multimodal 	 disciplines. 	 21
st
 Century 
c o m b i n e s 	the 	 knowledge 	 and	
understanding necessary to meet 
the unique operational challenges 
within 	 the	 tr anspor t 	 industr y .
MAINTENANCE
Using advanced remote monitoring 
systems, preventative maintenance 
schedule s 	 and 	 with 	 a 	 r apid 	 r esponse	
to unforeseen events, 21
st
 Century 
provides tailored solutions to 
each 	 cust omer .
Overview Strategic report Governance
21
st
 Century Technology plc Annual Report and Financial Statements 2016 3
Financial statements CHAIRMAN’S STATEMENT
SUMMARY
 - Business re-organised and placed 
under a single brand delivering 
£1.4m annualised cost base saving
 - Performance in first quarter 2017 in 
line with management expectations
 - Greater confidence in forward 
order book
The Company made significant progress in 
a number of areas during what turned out to 
be an otherwise challenging year. 
The main highlights came through towards 
the latter part of the year. Our Fleet Systems 
segment secured long-term framework renewals 
with two major customers: First UK Bus for 
5 years and Arriva UK Bus for 2 years with a 
customer option to extend for a further year. 
In addition there were important contract 
wins: a project of c. £1m to upgrade CCTV 
and associated equipment for a large 
Antipodean bus operation; and a landmark 
development for OF J Connections Gatwick 
Airport to provide integrated real-time 
passenger information and connected bus 
systems with a value of another c. £1m, 
including ongoing support.
The Gatwick contract is important because 
it is the first example of 21
st
 Century combining 
its Fleet Systems and Passenger Systems 
expertise to design an innovative solution 
that drives real benefits to our customers as 
they in turn enhance the travel experience 
for their passengers. 
As reported in the Interim Results the Board 
anticipated that the Group’s full year revenue 
would be lower than last year resulting in a 
significant loss for the full year ending 
31 December 2016. 
In summary we identified two areas 
of concern:
 - The level of new business in Passenger 
Systems had fallen below our expectations 
and the broadly acceptable H1 performance 
was being achieved at the cost of depleting 
its order book. 
 - Whilst invoicing in H1 for the Rail section 
of Fleet Systems was acceptable, the order 
book was eroding to a level where H2 
success was reliant on winning and 
delivering one of the major projects 
that was being bid on.
The actions we undertook to mitigate 
these areas of concern are set out in our 
Strategic Report.
Trading results
Group results for the year ended 
31 December 2016 show an underlying loss 
before tax of £1,397,000 (2015: underlying 
profit of £52,000). This is mainly attributable to 
sales volumes being lower than management 
expectations in both segments, leading to 
a £0.6m reduction in Passenger Systems 
margins in H2 and a £0.7m reduction in rail 
margins across the year in Fleet Systems. 
This was at the higher end of expectations 
and is explained in detail in the trading results 
analysis section of the Strategic Report. 
Significant cost base and organisational 
changes have taken place to ensure the 
business returns to a cash generative 
and profitable operation.
The effect of share-based payments, one-off 
legal costs and reorganisation costs resulted 
in a loss before tax of £2.3m (2015: loss of 
£4.8m after also charging acquisition and 
one-off legal costs). The basic loss per share 
is 2.47p (2015: 5.17p).
The cost base reduction and restructuring is 
now nearing completion, generating savings 
of c. £1.4m on an annualised basis. The 
programme accelerated the consolidation 
of our operations and was completed whilst 
ensuring that the changes did not impact 
our ability to maintain the high level 24/7 
service and support required by our customers.
To support the businesses’ working capital 
requirements, the Company raised £300k of 
debt financing and opened a £400k invoice 
discounting facility. The debt financing was 
provided by Directors, senior management 
and shareholders and, as a further commitment 
to ensuring the success of the business, a 
number of Directors and senior management 
significantly reduced their remuneration.
“   The Company made 
significant progress in 
what was a challenging year. 
We have undertaken a major 
reorganisation and now have 
the platform needed to 
build sales.”
 Mark Elliot
 Non-executive Chairman
4 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Overview People
We remain fortunate to have many talented 
and loyal staff in the 21
st
 Century Group and 
it has been particularly commendable how 
everybody has dealt with the large-scale 
changes across 2016. They have embraced 
the centralisation of shared services for 
logistics, purchasing and finance and 
managed the associated building moves: 
downsizing to serviced offices in Croydon, 
expanding in Coventry to handle all Group 
inventory and the new head office in 
Ashby-de-la-Zouch. 
Our technically agile development teams 
have taken a major leap forward under the 
leadership and guidance of Dr Andy Houghton, 
our Group CTO, who was appointed in 
January 2016. 
We welcome Nick Lowe to the Board as 
CFO and look forward to working with him. 
I would like to take this opportunity to thank 
Glenn Robinson for the contribution and 
support he has made in the three and a 
half years on the Board in that role.
I would like to pass on my sincere thanks and 
that of the Board to everybody involved as we 
build a more capable and successful business.
Outlook
We are continuing to transform 21
st 
Century 
from a business that provides standalone, 
on-vehicle CCTV and IT sub-systems 
integration towards one that provides fully 
connected systems on and off vehicles in 
towns and cities and in the transport 
network’s bus and rail stations. 
We are diversifying our customer base, 
accessing new markets and delivering 
innovative solutions based on our own 
technologies, software and applications. Our 
first in-house developed product, marketed 
under the Journeo brand name, is entering 
fleet service this year, combining diagnostic 
and communications management software 
into a cloud-based web service. 
We now have the platform and capabilities 
needed to build sales into our main customer 
segments and extend into related or adjacent 
markets over the coming years. Management 
expect that this will lead the Group to a 
return to profitability. Performance in the 
first quarter of 2017 was in line with 
management expectations.
Following the Group’s Annual General 
Meeting, the CEO, Russ Singleton, will review 
these areas in more detail and a copy of his 
presentation will be added to our website.
Mark Elliott
Non-executive Chairman
25 May 2017
Trading results
2016
£’m
2015
£’m
Revenue 11.6 12.2
Gross profit 4.7 5.5
Gross profit percentage 41% 45%
Other income 0.1 —
Underlying administrative expenses (6.2) (5.4)
Underlying (loss)/profit (1.4) 0.1
Share-based payments (0.3) (0.3)
Reorganisation costs (0.5) (0.1)
One-off legal costs and acquisition costs (0.0) (0.2)
Total administrative expenses (7.0) (6.0)
Operating loss before impairment (2.3) (0.5)
Goodwill impairment 0.0 (0.0)
Operating loss (2.3) (4.8)
Taxation 0.0 (0.0)
Loss after taxation (2.3) (4.8)
Pence Pence
Basic loss per share (2.47) (5.17)
Overview Strategic report Governance
21
st
 Century Technology plc Annual Report and Financial Statements 2016 5
Financial statements CHIEF EXECUTIVE’S REPORT
SUMMARY
 - Multiple framework renewals secured 
with major customers
 - Strengthened technical capability 
and R&D
 - Introduced innovative solutions, 
aimed at reducing customers’ carbon 
footprint and operational expenditure
We continued to make progress on our 
strategy implementation and the goals set 
out in last year’s report: 
 - improve customer service;
 - increase technical capability;
 - empower management;
 - secure positive outcomes from contract 
negotiations and renewals;
 - develop new lines of business 
and diversify client base; and
 - preserve cash.
The performance and progress on the first 
four points has been good, as evidenced in 
our operational headlines. Establishing new 
lines of business and preserving cash 
remain priorities. 
We have strengthened our sales and marketing 
functions, consolidated many operations into 
a single location in Ashby-de-la-Zouch, unified 
the brand under the 21
st
 Century banner and 
currently operate through two segments: 
Passenger Systems and Fleet Systems. 
Principal activities
The Group’s principal activities are being a 
specialist provider of tailored solutions to 
the transport community, solving complex 
operational requirements both on and off 
the vehicle. 
Fleet Systems solutions include video 
surveillance to improve passenger and driver 
safety, vehicle and driver performance 
monitoring and automatic passenger counting.
Passenger Systems information solutions 
include the necessary hardware and software 
for electronic passenger information systems, 
off-vehicle smart ticketing and wayfinding.
Business model
The business model is to compete in the 
market as an open provider of technology 
solutions, working with global-scale product 
companies and local specialists to deliver 
highly reliable and cost-effective solutions for 
the transport community over the lifecycle 
of the systems. The service offering includes 
design, tailoring, installation, on-site support 
and back-office systems.
We compete by striving to offer better 
integrated solutions at reduced costs to our 
customers. We carefully select niche markets 
where we can generate significant market 
share to generate the economies of scale 
needed. Our customers in the transport 
community include fleet operators, vehicle 
manufacturers, local authorities and 
Passenger Transport Executives (PTE).
“   Wehavestrengthenedour salesandmarketing,
consolidatedmanyoperationsintoanewheadoffi ceand
unified thebrandunderthe21
st
 Century banner. We now 
have a growing pipeline of opportunities working from 
a lowercostbase.”
 Russ Singleton
 Chief Executive
6 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Strategic report In addition, operational performance 
measures are monitored at a major account 
level with exceptions raised to the Board. 
The underlying loss is reconciled to the IFRS 
operating loss within the business review 
and results section on page 9.
Fleet Systems
In the bus sector we continue to support 
Arriva, First UK Bus, Keolis, Translink and 
Nobina, our major fleet asset clients. We 
were delighted that First UK Bus renewed its 
framework agreement for 5 years in August 
2016 and this was followed later in the 
year with a 2 year extension to the Arriva 
framework agreement with a customer option 
of an additional year extension through to 
February 2019. These commitments are 
tangible endorsements of the value we 
deliver to our major fleet customers.
Major projects completed in the year included:
 - vehicle power systems upgrade to 1,800 
vehicles for a large bus fleet customer;
 - fleet-wide deployment of IP and cloud-
based bus CCTV and Wi-Fi solution; and
 - the design and supply of 130 ruggedised 
digital video recorders for one of London’s 
light rail services to satisfy an urgent 
operational requirement.
Our development initiative to enter the 
market for small and medium-sized vehicle 
operators had some success in specialist 
niche applications towards the end of the 
year and this is where we plan to concentrate 
in future. Notable contract wins included:
 - a c. £1m contract to upgrade CCTV and 
associated equipment for an Antipodean 
bus operation; and
 - a landmark project for OF J Connections 
Gatwick Airport to provide integrated 
real-time passenger information and 
connected bus systems, with ongoing 
support, at c. £1m. 
I am particularly pleased with the Gatwick 
order as it is the first example of 21
st
 Century 
combining its Fleet and Passenger Systems’ 
design capabilities. A major rationale for our 
acquisition of the Passenger Systems business 
was the potential to enter new markets. In this 
case we were able to offer an innovative and 
cost-effective solution which delivers real 
operational benefits to our operator customer 
and in turn enhances the passenger travel 
experience for its customers. 
Our core strength in rail is mainly in CCTV 
technology and engineering where we have 
market leading solutions for both forward-
facing and in-carriage systems in freight and 
passenger rail, with associated support and 
maintenance. The year started well with the 
London light rail project mentioned above as 
well as winning the first major design contract 
for Abbey Wood, a Crossrail station. Whilst 
this design has been a success, anticipated 
follow-on orders were slower to come 
through than expected, and due to our 
capital constraints we took the decision to 
refocus on multimodal customers and their 
fleets. The withdrawal from design works 
has allowed us to move to a much lower 
cost base for our rail activities. 
At an operational level we secured renewals 
of ISO 9001, ISO 18001 and RISQS approvals 
across 2016.
Key performance indicators
The Group uses a number of key performance indicators (KPIs) to monitor progress against its objectives. The key KPIs are:
2016
£’000
2015
£’000
Revenue 11,555 12,232
Gross profit 4,687 5,466
Underlying administrative expenses 6,203 5,414
Total administrative expenses 6,985 5,952
Underlying (loss)/profit (1,397) 52
Operating loss before impairment (2,298) (486)
Net current (liabilities)/assets (392) 1,362
Net cash flows from operating activities (435) (498)
Cash and cash equivalents 511 1,010
Pence Pence
Loss per share – basic (2.47) (5.17)
Loss per share – diluted (2.47) (5.17)
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Governance
21
st
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Financial statements Overview Strategic report CHIEF EXECUTIVE’S REPORT continued
“ Active trials of solar-powered passenger information 
systems and working examples of E-ink displays are 
being viewed with encouraging initial feedback.”
Passenger Systems
The acquisition strategy for the division 
remains sound, as it allows us to broaden 
our customer base into the much larger PTE 
and local authority customer base where 
we can offer hardware and software design 
capabilities. While we continue to work with 
many local authorities, in our Interim Report 
we highlighted that the performance in the 
Passenger Systems business was well 
below expectations. This was the result of 
a shortfall in order intake that resulted from 
a combination of delayed or reduced spending 
by local authorities and the rebuilding of 
the sales and marketing functions following 
the acquisition. 
In order to ensure that the lower sales levels 
would no longer produce a loss we took 
immediate action to adjust the cost base and 
accelerated the integration of the Passenger 
Systems business into the wider Group. 
In the meantime, a new sales team was 
recruited, supported by an experienced interim 
Sales Director with a focus on building sales, 
exhibitions, trade PR and customer relations.
We identified maintenance of real-time 
information estates and associated data 
processing as clear areas for growth. With 
the introduction of our national service team 
we were pleased to see a 6% increase in 
maintenance revenues when annualised 
against the previous year. PTEs and local 
authorities continue to look to improve the 
travel information provided to the public and 
it is essential that the investment they have 
made in the hardware is supported by a robust 
service both on the street and in the cloud.
The business continues to drive innovation 
with a number of newly developed solutions 
designed to deliver long-term cost efficiencies 
and reduced carbon footprints. Active trials 
of solar-powered passenger information 
systems and working examples of E-ink 
displays are being viewed with encouraging 
initial feedback from our customer base.
Our developments in smart ticketing solutions 
have started to gain market traction following 
the installation of our first fully integrated 
system, iPoint, in Weston-super-Mare and 
ticket vending machines in Blackburn and 
Accrington bus stations, both of which have 
been positively received. We now have a 
platform to further develop and display our 
capabilities to the industry and have secured 
a further contract in 2017 for multiple systems.
We now have a growing pipeline of 
opportunities, greater technical capabilities, 
a lower cost base and a more appropriate 
structure on which to grow. 
Central services
We began the year comprising two separate 
businesses: Fleet Systems, our original bus 
and rail CCTV business, and Passenger 
Systems, following the acquisition of RSL 
the year before. Our plan to migrate the 
two businesses in a programme covering 
18 months was accelerated due to the 
performance issues across 2016. 
In order to reduce the cost base it was clear 
that we needed to centralise the majority 
of operations and remove any duplicated 
staffing costs. A key part was negotiating 
an early exit from the 25,000 sq ft Croydon 
facility enabling us to centralise into a new 
and more affordable head office in the 
Midlands at Ashby-de-la-Zouch.
Table 1: Segmental results
Fleet
Systems
2016
£’000
Passenger
Systems
2016
£’000
Total
2016
£’000
Fleet
Systems
2015
£’000
Passenger
Systems
2015
£’000
Total
2015
£’000
Revenue 6,923 4,715 11,638 8,601 3,631 12,232
Intersegment sales (83) —
11,555 12,232
Gross profit 2,268 2,419 4,687 3,555 1,911 5,466
Underlying (loss)/profit (748) (460) (1,208) 213 49 262
Central costs (189) (210)
Underlying (loss)/profit (1,397) 52
8 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Strategic report This has been a major reorganisation involving 
the merger and relocation of operations. Our 
new Ashby head office serves as the centre 
of our activities and is the base for all our 
sales, service and central support functions. 
We maintain a serviced office in Croydon to 
provide a local service to our important London 
customers and as a base for key staff. Our 
Coventry centre has been expanded to serve 
as our national production and logistics 
centre and we maintain offices in Stockholm 
to service our Scandinavian customers. 
Business review and results
The performance of the Group was affected 
by challenging marketing conditions leading 
to an underlying loss of £1,397k (2015: profit 
of £52k). These results were at the higher 
end of management expectations due to 
lower than expected order intake in H2, 
particularly in the Rail element of our Fleet 
Systems segment and in Passenger Systems.
Total revenue fell in the year by 6% despite 
the additional four months of Passenger 
Systems sales in its first full year where 
turnover increased 30% to £4,715k 
(2015: 8 months £3,631k). 
Basic loss per share is 2.47p (2015: loss 
per share of 5.17p).
The results include the first full year trading 
of our Passenger Systems operating segment 
(2015: eight months) and the segmental 
results as seen opposite on Table 1: 
Segmental results.
Fleet Systems sales overall were down 20%, 
with the varying reductions in the elements 
of the segment being Bus 11%, International 
23% and Rail 38%. Bus and International 
sales recovered in H2 after a poor H1 but 
Rail H2 sales were down £586k on H1 as 
no major on-board project sales were won 
in the year.
In H2 Passenger Systems sales slowed 
markedly and the small underlying loss in 
H1 of £41k finished the year at a £460k loss. 
The business was right-sized across H2 with 
significant cost-cutting, but the H2 drop in 
gross profit of £601k could not be offset.
Overall gross profit fell 14% in the year but 
again Passenger Systems increased 27% 
with the full year effect. Fleet gross profit 
was down 36% and again this was across 
all elements of the segment: Bus 19%, 
International 37% and Rail 64%. The bulk 
of the fall in Bus and International was due 
to the reduction in sales but also there was 
a reduction in gross profit margins. The 
magnitude of the margin fall in Rail was 
£686k, which came from the reduced sales 
and a margin fall from 53% in 2015 to 31% 
in the current year. The margin fall came 
about from particular lower margin projects 
and the move to design works with greater 
outsourced content and lower margins.
Underlying administrative costs increased by 
15%, which is mainly the effect of the full year 
of Passenger Systems. The overall underlying 
loss of £1,397k (2015: profit of £52k) is mainly 
attributable to the £601k margin reduction 
in H2 in Passenger Systems and the £686k 
reduction in Rail margins in Fleet Systems.
The underlying operating profit reconciles 
to the IFRS operating loss as seen below 
on Table 2: Reconciling segmental results 
to IFRS operating loss.
The operating loss before impairment was 
£2,298k (2015: £486k).
Table 2: Reconciling segmental results to IFRS operating loss
Fleet
Systems
2016
£’000
Passenger
Systems
2016
£’000
Total
2016
£’000
Fleet
Systems
2015
£’000
Passenger
Systems
2015
£’000
Total
2015
£’000
Segmental (loss)/profit (748) (460) (1,208) 213 49 262
Central costs — — (189) — — (210)
Underlying (loss)/profit (1,397) 42
Acquisition costs and one-off legal costs — (44) (44) (75) (84) (159)
Reorganisation costs (410) (124) (534) (56) — (56)
Share-based payments (323) — (323) (323) — (323)
Operating loss pre-impairment (1,481) (628) (2,298) (241) (35) (486)
Goodwill impairment — — — (4,318) — (4,318)
Operating loss (1,481) (628) (2,298) (4,559) (35) (4,804)
Governance
21
st
 Century Technology plc Annual Report and Financial Statements 2016 9
Financial statements Overview Strategic report TECHNOLOGY REPORT
“   We no longer have to make do with how 
things have been done historically; we can 
innovate and shape solutions of the future.”
 Dr Andy Houghton
 Chief Technical Officer
The particular challenge of this last year 
has been to bring previously disparate parts 
of 21
st
 Century together into a single entity. 
While this has been accomplished in part 
through relocation, the potential synergy 
that exists is best realised by creating a 
technological bridge too.
Between them, Fleet and Passenger Systems 
span a broad spectrum of technologies 
ranging from managing and maintaining 
the systems that acquire vehicle information 
at one end through to displaying elements 
of that information on real-time passenger 
signage at the other. In the middle there 
exists a raft of underlying technologies 
necessary to turn raw information into 
something both usable and useful.
Through greater ownership of this 
technological pathway, bringing key 
components in house, we have been able 
to target more elements of available projects 
and, significantly, have greater control over 
the quality and services that can be offered 
to them. We no longer have to make do with 
how things have been done historically; we 
can innovate and shape solutions of the future.
Creating and acquiring these technological 
stepping stones has necessitated an elevation 
of our in-house capabilities. Being able to 
produce both hardware and software 
solutions allows us to hit the customised 
sweet spot that lies between commoditised, 
off-the-shelf components and completely 
bespoke solutions. While this may be 
accomplished in part through outsourcing, 
investing in core in-house IP is seen as a key 
and foundational part of making a truly agile 
business that can respond quickly 
to the diverse challenges that an evolving 
passenger-centric transportation 
infrastructure engenders.
There is no intention to re-invent the wheel. 
Where global solutions exist to problems or 
local ones adequately address a niche we 
are happy to act as integrator. However, where 
this is not the case and we have customer-
driven sales opportunities or the possibility 
of improving systems through technology 
evolution, we will invest our resources for 
the benefit of our customers. 
The first examples of the change to our 
capabilities can be seen in three particular 
development projects in Q4 of 2016:
 - Gatwick Airport; 
 - Journeo remote condition monitoring; and
 - data broking – the extension of our 
software to serve more user types.
Our challenge for 2017 is to do more 
of these projects whilst ensuring our 
technology platform is fully scalable 
and modular to maximise our ability 
to respond to customer needs.
Fleet 
Systems
Internet 
of Things
Passenger 
Systems
Development 
opportunities
10 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Strategic report PRINCIPAL RISKS AND UNCERTAINTIES
The management of the business and the execution of the Group’s strategy are subject to a number of risks. Risks are formally reviewed by 
the Board and, where possible, appropriate processes are put in place to monitor and mitigate them. If more than one event occurred, it is 
possible that the overall effect of such events would compound the possible adverse effects on the Group. The key business risks affecting 
the Company are set out below:
Risk or uncertainty and potential impact Mitigation
Dependence on major customers
Currently the Fleet Systems segment has a high dependence on a 
small number of customers who are of a far greater scale than the Group. 
This generates three distinct risks, each of which could have a significant 
impact on the business:
 - the loss of any single major customer;
 - pressure on price and margin; and
 - changes to their vehicle replacement or retro-fit schedules.
These risks are mitigated by monitoring and managing the 
business’ operational performance measures, including response 
times and CCTV availability, with operational dashboards agreed 
with each customer, and by regular communication at Director 
level. Additionally there are long-term framework agreements 
in place with two of our largest customers.
Whilst diversification into the Passenger Systems segment has reduced 
this risk significantly, it remains a large risk. A key focus remains to 
win new business with public transport companies in the UK and 
overseas, thereby reducing reliance on the existing customer base.
Reduction in government spending on public transport
Our Group revenues are strongly linked to the overall health of the UK 
public transport sector, which in turn is significantly affected by levels 
of government funding at local, regional and national levels.
We now have a more diversified position in the transport sector 
where we operate nationally rather than regionally across bus 
and rail networks, on and off vehicles. 
Major project delivery
Failure to deliver a major project on time or to specification, or technical 
performance falling significantly short of customer expectations, would 
have potentially significant adverse financial and reputational consequences.
Risk assessments are conducted for all projects and the major 
ones are also subject to Board approval.
Major projects are reviewed at various levels and frequencies 
throughout the project lifecycle.
Dependence on key suppliers
Wherever possible the Group endeavours to retain a choice of suppliers 
for its components and finished goods. In instances where we are 
currently reliant on one supplier, we are constantly looking for ways 
to minimise technical and commercial risk.
On certain projects there is technical risk with our suppliers when 
they are developing systems for our customers’ applications. 
We manage this risk with rigorous project management and the 
involvement of our internal R&D team. 
Competition
The Group may face increased competition as the technology on and off 
vehicles moves away from point solutions to broader integrated solutions. 
This changing technology landscape creates openings for new product 
and service entrants who may possess better technical and capital 
resources than the Group.
The Group will continue to increase its technical capability to 
capitalise on our current market position and work closely with 
technology partners to broaden our skills.
We are targeting becoming a larger group via organic growth and 
potential acquisitions to provide better economies of scale and 
increased industry knowledge.
Technology
The future success of the Group’s activities depends upon it creating 
a leading position for innovative systems within both the Fleet Systems 
and Passenger Systems segments. As a smart integrator we require 
both a breadth of knowledge and a deeper understanding in areas 
of software integration.
Market adoption and timing are difficult to predict, particularly 
in the emerging opportunities in the ticketing arena.
This involves keeping pace with changes and improvements in 
relevant technology, and having the integration skills necessary to 
create added value for our customers on the move and in the back 
office. The Group now has a development team and strong 
relationships with partner organisations. 
Future developments
The current trading and outlook is covered in the Chairman’s Statement and a more detailed shareholder presentation will be made 
immediately following the Group’s Annual General Meeting (AGM) in June 2017.
Signed on behalf of the Board
Russ Singleton
Chief Executive
25 May 2017
Governance
21
st
 Century Technology plc Annual Report and Financial Statements 2016 11
Financial statements Overview Strategic report GOVERNANCE
13 Board of Directors 
13 Senior management team
14 Report on corporate governance
16 Report on Directors’ remuneration
18 Directors’ report BOARD OF DIRECTORS
SENIOR MANAGEMENT TEAM
Russ Singleton
Chief Executive
Russ Singleton, 58, joined the Company in October 2013 as Chief 
Executive. Russ is a Chartered Engineer with a strong track record, 
including forming and growing electronics businesses for Synectics plc, 
formerly Quadnetics Group plc, where, after moving to AIM in 2002, 
he led the group as Chief Executive, achieving a five-fold increase in 
turnover and substantial profits. This growth came organically and 
through acquisitions. Subsequently, he formed Coretrol Limited 
to focus on opportunities in the security markets.
Mark Elliott
Non-executive Chairman
Mark Elliott, 58, joined the Company in December 2010 as a 
Non-executive Director before taking on the role of Executive Chairman 
in August 2013 after a period in the role of Interim Finance Director 
from January 2013. In August 2014 Mark was appointed Non-executive 
Chairman. Mark is a Chartered Accountant who was an Equity Partner 
with Baker Tilly (now RSM UK) specialising in audit and corporate 
finance. More recently he has advised and been on the board of two 
companies listing on AIM. He is also a Director of Dovetail Services 
(UK) Ltd and Chairman of Trustees of the Union Group Retirement 
Benefit Scheme.
Nick Lowe
Chief Financial Officer and Company Secretary
Nick Lowe, 38, joined the Board after the year end on 15 May 2017 
as Chief Financial Officer. Nick is an FCA with experience at finance 
director level in growing, technology-led, SME businesses. He has 
strong group reporting, process and control skills developed whilst 
at the prestige motor dealer, Sytner Group. Nick qualified as a 
Chartered Accountant with Tenon in Nottingham, before joining KPMG.
James Cumming
Non-executive Director and Senior Independent Director
James Cumming, 66, joined the Board as a Non-executive Director in 
August 2013. Following a long career in corporate advisory and broking 
in the City, including acting as Chief Executive Officer of N+1 Brewin LLP , 
and latterly as a Senior Adviser to Cantor Fitzgerald, James has 
significant experience in working with small and mid-sized UK 
companies. James currently utilises his commercial experience in 
supporting growth companies in non-executive roles, is an associate 
of Ruffena Capital and has qualified as a fellow of the Chartered 
Institute of Securities & Investment.
Audit Committee Nomination Committee Remuneration Committee
Mark Johnson
Director of Fleet Systems
Dr Andy Houghton
Chief Technical Officer
Ian Quayle
National Service Manager
Phil Harrison
Group Financial Controller
21
st
 Century Technology plc Annual Report and Financial Statements 2016 13
Overview Strategic report Governance Financial statements Governance
SUMMARY
 - The full Board met 13 times in 2016. 
All of the Directors of the Company at the 
time of the meetings were in attendance
 - The Audit Committee met with the auditor 
once during the year
 - Several meetings of the Remuneration 
Committee were held during 2016
 - An ongoing process to identify, evaluate 
and manage the significant risks faced 
by the Group has been in place for the 
full year under review
The Directors recognise the value of the 
UK Corporate Governance Code that was 
revised in September 2014 by the Financial 
Reporting Council and, whilst under AIM 
rules full compliance is not required, the 
Directors believe that the Company applies 
best practice corporate governance insofar 
as is practicable and appropriate for a public 
company of its size.
The workings of the Board and its Committees
The Board
The Board currently comprises one 
Non-executive Director, a Non-executive 
Chairman and two Executive Directors and 
is responsible for the management of the 
Group. The Board meets at least ten times a 
year, setting and monitoring Group strategy, 
reviewing trading performance and formulating 
policy on key issues. Day-to-day operational 
decisions are delegated to the senior 
management team. Key issues reserved 
for the Board include the consideration 
of potential acquisitions, share issues and 
fundraising, the setting of Group strategy, 
City public relations, and the review and 
evaluation of significant risks facing the 
business. Briefing papers are distributed 
by the Company Secretary to all Directors 
in advance of Board meetings. All Directors 
have access to the advice and services of 
the Company Secretary who is responsible for 
ensuring that Board procedures are followed 
and that applicable rules and regulations 
are complied with. The appointment and 
removal of the Company Secretary is a 
matter for the Board as a whole. In addition, 
procedures are in place to enable Directors 
to obtain independent professional advice 
in the furtherance of their duties if necessary, 
at the Company’s expense.
Biographies of the Directors, including 
details of their experience and role within 
the Group, are set out on page 13.
Attendance at meetings
The full Board met 13 times in 2016. 
All of the Directors of the Company at the 
time of the meetings were in attendance.
The Audit Committee
The Audit Committee comprises the two 
Non-executive Directors: James Cumming 
and Mark Elliott as Chairman. The Audit 
Committee’s remit is set out in its terms 
of reference. The Committee met with the 
auditor once during the year. The Committee 
assists the Board in ensuring that the Group’s 
published financial statements give a true 
and fair view and, where the auditor provides 
non-audit services, that its objectivity and 
independence is safeguarded. The Audit 
Committee reviews arrangements by which 
employees may, in confidence, raise concerns 
about possible inappropriateness in the 
financial reporting of the Company or other 
matters. The Audit Committee has procedures 
in place for the investigation and follow-up 
of any such matters reported to it by staff.
The Remuneration Committee
The Remuneration Committee comprises 
the two Non-executive Directors: James 
Cumming, as Chairman, and Mark Elliott. 
Several meetings of the Committee were held 
during 2016. The Committee is responsible 
for making recommendations to the Board 
on the remuneration of senior management 
and all Directors.
The Nomination Committee
The Nomination Committee comprises the 
two Non-executive Directors: James Cumming 
and Mark Elliott as Chairman. It meets as 
necessary and is responsible for making 
recommendations to the Board on the 
appointments of Executive and Non-executive 
Directors. When required, it is the usual 
practice of the Nomination Committee to 
employ specialist external search and 
selection consultants to assist in the 
appointment process for new Executive 
and Non-executive Directors.
The Board meets at least ten times a year, setting 
and monitoring Group strategy, reviewing trading 
performance and formulating policy on key issues.
REPORT ON CORPORATE GOVERNANCE
14 21
st
 Century Technology plc Annual Report and Financial Statements 2016 Election and re-election of Directors
All Directors of the Company are subject 
to election by shareholders at the first 
AGM following their appointment by the 
Nomination Committee. Thereafter, each 
Director is subject to re-election by rotation 
at intervals of no more than three years.
Terms of reference
The terms of reference for the Audit, 
Remuneration and Nomination Committees 
are available on request from the Company 
Secretary and are available for inspection on 
the Company’s website – www.21stplc.com.
Internal controls
The Directors acknowledge that they are 
responsible for the Group’s system of internal 
control and for reviewing its effectiveness. 
The internal control systems are reviewed 
annually by the Board. Internal control 
systems are designed to meet the particular 
needs of the Group and the risks to which it 
is exposed. Internal control procedures are 
regularly reviewed in light of an ongoing 
process to identify, evaluate and manage 
the significant risks faced by the Group. 
The procedures are designed to manage 
rather than eliminate risk of failure to achieve 
business objectives and can only provide 
reasonable but not absolute assurance 
against material misstatement or loss. 
The process has been in place for the 
full year under review and up to the date 
of approval of the Annual Report and 
Financial Statements.
The key procedures which the Directors 
have established with a view to providing 
effective internal controls are as follows:
Management structure
The Board has overall responsibility for 
the Group and there is a formal schedule 
of matters specifically reserved for decision 
by the Board.
Each Executive Director has been given 
responsibility for specific aspects of the 
Group’s affairs. The Executive Directors, 
together with the senior management team, 
constitute the Management Committee, 
which meets weekly to discuss day-to-day 
operational matters.
Control environment
The Group’s control environment is 
the responsibility of the Group’s Directors 
and managers at all levels. A review of the 
key risks facing the business and the 
effectiveness of the Group’s internal controls 
was last performed in December 2016. 
During the year, the Board reviewed and 
updated its internal control arrangements 
to ensure they remained appropriate.
Main control procedures
The Directors have established control 
procedures in response to key risks. 
Standardised financial control procedures 
operate throughout the Group to ensure the 
integrity of the Group’s financial statements. 
The Board has established procedures 
for authorisation of capital and 
revenue expenditure.
Monitoring system used by the Board
The Board reviews the Group’s performance 
budgets on a monthly basis. The Group’s cash 
flow is monitored monthly by the Board.
Internal audit
The Group does not have an independent 
internal audit function, as the Board does 
not consider the current scale of operations 
warrants such a function. However, the Board 
will keep this under review, with a view to 
creating an internal audit function when 
it is warranted.
Going concern
The Group’s business activities, together 
with factors likely to affect its future 
development, performance and position, 
are set out in the Strategic Report along 
with the principal risks and uncertainties. 
The Group’s net underlying loss for the year 
was £1,397k (2015: underlying profit £52k). 
As at 31 December 2016 the Group had net 
current liabilities of £392k (2015: net current 
assets £1,362k) and net cash reserves of 
£511k (2015: £1,010k). 
In 2016 the Directors identified a need 
to raise finance to cover liquidity issues 
pending the anticipated return of the Group 
to profitability and raised £300,000 from the 
issue of loan notes in December 2016 and 
arranged a £400,000 invoice discounting 
facility. Current trading is in line with 
management forecasts and restructuring 
efforts are substantially complete. 
The Directors have prepared Group cash flow 
projections for the period to 30 June 2018 
based on latest forecasts that show that the 
Group will be able to operate within the Group 
current funding resources. It is important 
that we achieve sales forecasts and the 
profile of cash receipts.
As with all businesses there are particular 
times of the year where our working capital 
requirements are at their peak. However, the 
Group is well placed to manage business 
risk effectively and the Board reviews the 
Group’s performance against budgets and 
forecasts on a regular basis to ensure action 
is taken when needed.
These projections indicate that the Group will 
operate within available facilities throughout 
the projection period and therefore based 
on these projections, the Directors have a 
reasonable expectation that the Company 
has adequate resources to continue in 
operational existence for the foreseeable 
future and for at least twelve months from 
the date of these financial statements. 
The Directors therefore continue to adopt 
the going concern basis in preparing the 
financial statements. 
21
st
 Century Technology plc Annual Report and Financial Statements 2016 15
Overview Strategic report Governance Financial statements Governance
The Remuneration Committee meets at least once a 
year in order to consider and set the annual salaries for 
Executive Directors, having regard to personal performance 
and information regarding the remuneration practices of 
companies of similar size and of industry competitors.
REPORT ON DIRECTORS’ REMUNERATION
As an AIM company, the Company is 
required to comply with AIM Notice 36 
and not with Schedule 8 to the Accounting 
Regulations under the Companies Act 2006. 
Nevertheless, the Board prefers to follow 
best practice and has therefore prepared 
the following report which meets the 
majority of these regulations.
This Report on Directors’ Remuneration sets 
out the Company’s policy on the remuneration 
of Executive and Non-executive Directors 
together with details of Directors’ remuneration 
packages and service contracts.
Remuneration Committee
For the financial year ended 31 December 2016, 
the remuneration policy for Executive and 
Non-executive Directors and the determination 
of individual Executive Directors’ remuneration 
packages have been delegated to the 
Board’s Remuneration Committee.
In setting the remuneration policy, the 
Remuneration Committee considers 
a number of factors including:
(a)  the basic salaries and benefits 
available to Executive Directors 
of comparable companies;
(b)  the need to attract and retain Directors 
of an appropriate calibre;
(c)  the need to ensure Executive Directors’ 
commitment to the continued success 
of the Company by means of incentive 
schemes; and
(d)  the need for the remuneration awarded 
to reflect performance.
Remuneration of the 
Non-executive Directors
The Non-executive Directors receive fees 
for their services which are agreed by the 
Board following recommendation by the 
Chief Executive with a view to rates paid in 
comparable organisations and appointments.
Mark Elliott sacrificed an element of his 
fees in exchange for contributions into a 
money purchase pension scheme. Other 
than this, the Non-executive Directors did 
not receive any pension or other benefits 
from the Company, nor did they participate 
in any bonus or incentive schemes.
Remuneration policy 
for Executive Directors
The Company’s remuneration policy 
for Executive Directors is to:
(a)  have regard to the Directors’ experience 
and the nature and complexity of their 
work in order to pay a competitive salary 
that attracts and retains management 
of the highest quality;
(b)  link individual remuneration packages 
to the Group’s long-term performance 
through the award of share options 
and discretionary bonus schemes; and
(c)  provide employment-related benefits 
including life assurance, insurance 
relating to the Directors’ duties and 
medical insurance.
The Remuneration Committee meets at 
least once a year in order to consider and 
set the annual salaries for Executive Directors, 
having regard to personal performance and 
information regarding the remuneration 
practices of companies of similar size 
and of industry competitors.
The Directors’ annual basic pay increases 
normally mirror those awarded to staff.
Due to the poor performance of the Company 
and as part of the restructuring, the Executive 
Directors, Chairman and a number of senior 
managers sacrificed a significant part of their 
salary across the year as part of the Company 
restructuring. The Executive Directors and 
Chairman made a 50% salary sacrifice for 
eight months from 1 April 2016.
During 2014, following agreement by 
the Board of the new business strategy, 
Russ Singleton and Glenn Robinson made 
further investments in the Company’s shares 
and, at a general meeting in December 2014, 
an employee shareholder plan was approved 
to award further incentives. This scheme was 
implemented in February 2015 and details are 
in note 23 to the Group financial statements.
16 21
st
 Century Technology plc Annual Report and Financial Statements 2016 Directors’ service contracts
Details of individual Directors’ service contracts are as follows:
Contract date Unexpired term Notice period
Executive
R C Singleton 10 October 2013 None Twelve months
G Robinson 10 October 2013 None Twelve months
The Non-executive Directors do not have service contracts but their terms are set out in 
letters of appointment.
Date of letter
of appointment Notice period
Non-executive
M W Elliott 18 August 2014 One month
J Cumming 22 August 2013 None
The Directors are required to retire by rotation and the appointment of new Directors has 
to be approved at the next AGM subsequent to their appointment by the Board. The Director 
retiring by rotation is Russ Singleton. Glenn Robinson resigned as a Director and Company 
Secretary on 15 May 2017 but remains an employee of the Company in a Group business 
development capacity.
Other than the notice periods afforded to some of the Directors, there are no special 
provisions for compensation in the event of loss of office. The Remuneration Committee 
considers the circumstances of individual cases of early termination and determines 
compensation payments accordingly.
Non-executive directorships
With the permission of the Board, the Executive Directors may accept appointments 
as non-executive directors elsewhere. Any fees related to such employment may 
be retained by the Director concerned.
Directors’ detailed emoluments and remuneration
Details of individual Directors’ emoluments and remuneration for the year are as follows:
Salary
and fees
£
Benefits
£
Pension
£
Total
2016
£
Total
2015
£
Executive
R C Singleton 90,294 — 18,158 108,452 179,366
G Robinson
1
87,500 — — 87,500 130,000
Non-executive
M W Elliott 8,250 — 38,766 47,016 71,766
J Cumming 23,000 — — 23,000 23,000
209,044 — 56,924 265,968 404,132
Notes:
1 Resigned 15 May 2017.
Share options
At 31 December 2016, the Company had 
two employee share option schemes: the 
2004 Enterprise Management Incentive (EMI) 
Plan and the 2014 Enterprise Management 
Incentive (EMI) Share Option Plan. The 2004 
EMI Plan was approved by shareholders on 
18 May 2004 and expired for new options on 
its tenth anniversary. On 22 October 2014, 
the Board established the 2014 EMI Share 
Option Plan, which operates in substantially 
the same way as the 2004 EMI Plan.
No options were granted under the 
2014 EMI Share Option Plan in the year. 
The outstanding options are detailed 
in note 23 to the financial statements.
Directors’ interests in share options
Directors’ interests in share options 
are disclosed in note 23 to the Group 
financial statements.
Directors’ interests in the 
employee shareholder plan
On 15 February 2015, the 21
st
 Century 
Technology Employee Shareholder Plan 
(the “Plan”) was implemented following 
approval at a general meeting of the Company.
Directors’ interests in the Plan are disclosed 
in note 23 to the Group financial statements.
Directors’ interests in shares
Directors’ interests in the share capital 
of the Company are disclosed in the 
Directors’ Report.
21
st
 Century Technology plc Annual Report and Financial Statements 2016 17
Overview Strategic report Governance Financial statements Governance
DIRECTORS’ REPORT
THE FOLLOWING MATTERS ARE 
REPORTED BY THE DIRECTORS 
IN ACCORDANCE WITH 
THE COMPANIES ACT 2006 
REQUIREMENTS IN FORCE AT THE 
DATE OF THE ANNUAL REPORT .
The Directors present their report and the 
Group financial statements for the year 
ended 31 December 2016.
Principal activities
The principal activities of the Group are set 
out within the Strategic Report on page 6.
Review of business and future developments
The consolidated statement of comprehensive 
income for the year ended 31 December 2016 
is set out on page 23.
A review of the Group’s business activities 
and its future developments is included in 
the Strategic Report on pages 6 to 11 and the 
Chairman’s Statement on pages 4 and 5.
The Chairman’s Statement, the Report on 
Corporate Governance and the Report on 
Directors’ Remuneration are incorporated 
into this report by reference and should be 
read as part of this report.
Principal risks and uncertainties
Details of the principal risks and uncertainties 
considered by the Board to affect the Group, 
and the related mitigation actions, are given 
in the Strategic Report on page 11.
Financial risk management
The Group’s financial instruments include 
bank facilities, loan notes and cash. The 
main purpose of these financial instruments 
is to finance the Group’s operations. The 
Group has various other financial instruments, 
such as trade receivables and trade payables, 
that arise directly from its operations.
The main risks from the Group’s financial 
instruments are credit, liquidity, interest rate 
and foreign exchange risk. The Board reviews 
and agrees policies for managing each of 
these risks and they are summarised below.
Credit risk
The Group is exposed to credit risk primarily 
in respect of its trade receivables, which are 
stated net of provision for estimated impaired 
receivables. Exposure to this risk is mitigated 
by careful evaluation of the granting of credit 
and close monitoring and management of 
collections from trade receivables. In addition, 
we have credit insurance in place on the 
majority of our commercial trade receivables.
Liquidity and interest rate risk
The Group’s policy on funding capacity is 
to ensure that we have sufficient long-term 
funding and facilities in place to meet 
foreseeable peak borrowing requirements. 
At 31 December 2016, the Group had net 
cash at bank of £511,000 (2015: £1,010,000). 
The Group’s policy is to ensure that sufficient 
resources are available to service all debt 
by monitoring prudent cash flow forecasts. 
During the year the Group raised £300k 
of loan notes and set up an invoice discounting 
facility with a £400k limit.
Foreign currency risk
Several components used in Fleet Systems 
are sourced from overseas suppliers who 
invoice in US Dollars and Euros. In addition, 
our operations in Europe generate transactions 
denominated in Euros and Swedish Krona. 
Consequently, the Group is exposed to 
fluctuations in Sterling against these foreign 
currencies. Where appropriate, the Group 
uses forward exchange contracts to hedge 
foreign exchange exposures arising on 
forecast payments in foreign currencies 
and our selling prices in overseas markets 
are linked to movements in Sterling.
Future outlook
A summary of the outlook for the Group 
is given within the Chairman’s Statement 
on page 5.
Going concern
The financial statements have been 
prepared on a going concern basis 
as covered in the Report on Corporate 
Governance on page 15.
Results and dividend
The Group reports a loss of £2.3m for the 
year (2015: loss of £4.8m). At the forthcoming 
AGM the Directors are not recommending 
the payment of a dividend (2015: £nil).
Directors’ interests in shares
The Directors during the year and their 
interests in the share capital of the Company, 
other than in respect of options to acquire 
Ordinary Shares (which are detailed in the 
analysis of options included in note 23 to 
the financial statements) were as follows:
Number of Ordinary 6.5p 
Shares in the Company
31 December
2016
31 December
2015
M W Elliott — —
R C Singleton 3,007,346 3,007,346
G Robinson 2,000,000 2,000,000
J Cumming — —
The share interests of Russ Singleton and 
Glenn Robinson are held in self-invested 
personal pension schemes.
Apart from the interests disclosed above 
and in note 23, no Directors held interests 
at any time in the year in the share capital 
of the Company or other Group companies.
A summary of the outlook for the Group is given within 
the Chairman’s Statement on page 4.
18 21
st
 Century Technology plc Annual Report and Financial Statements 2016 Disabled employees
The Group gives full consideration to 
applications for employment from disabled 
persons where the requirements of the job can 
be adequately fulfilled by a disabled person.
Where existing employees become disabled, 
it is the Group’s policy wherever practicable to 
provide continuing employment under normal 
terms and conditions and to provide training, 
career development and promotion to 
disabled persons wherever appropriate.
Employee involvement
The Group’s policy is to consult and 
discuss with employees, through meetings, 
matters likely to affect employees’ interests. 
The meetings seek to achieve a common 
awareness on the part of all employees of 
the financial and economic factors affecting 
the Group’s performance.
All employees are eligible to receive share 
options. Membership of the share option 
scheme is reviewed annually. The number 
of options granted varies according to 
seniority and performance.
Directors’ indemnity
The Company’s Articles of Association 
provide, subject to the provisions of UK 
legislation, an indemnity for Directors and 
officers of the Company in respect of liabilities 
they may incur in the discharge of their duties 
or in the exercise of their powers, including 
any liabilities relating to the defence of any 
proceedings brought against them which 
relate to anything done or omitted, or alleged 
to have been done or omitted, by them as 
officers or employees of the Company.
Appropriate directors’ and officers’ liability 
insurance cover is in place in respect of all 
of the Company’s Directors.
Statement of Directors’ responsibilities 
in respect of the financial statements
The Directors are responsible for preparing 
the Strategic Report, the Directors’ Report 
and the financial statements in accordance 
with applicable law and regulations.
Company law requires the Directors 
to prepare financial statements for each 
financial year. Under that law the Directors 
have elected to prepare the financial 
statements of the Group in accordance with 
International Financial Reporting Standards 
(IFRS) as adopted by the European Union 
and applicable law and have also chosen 
to prepare the parent company financial 
statements in accordance with Financial 
Reporting Standard 101 ‘Reduced Disclosure 
Framework’. 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 Company and of 
the profit or loss of the Group and Company 
for that period.
In preparing the parent company financial 
statements, the Directors are required to:
 - select suitable accounting policies 
and then apply them consistently;
 - make judgements and accounting 
estimates that are reasonable 
and prudent;
 - state whether Financial Reporting 
Standard 101 ‘Reduced Disclosure 
Framework’ has been followed subject 
to any material departures disclosed 
and explained in the Company 
financial statements; and
 - prepare the financial statements 
on the going concern basis unless 
it is inappropriate to presume that the 
Company will continue in business.
In preparing the Group financial statements, 
the Directors are required to:
 - select suitable accounting policies 
and then apply them consistently;
 - make judgements and accounting 
estimates that are reasonable 
and prudent;
 - state whether IFRS as adopted by 
the European Union have been followed 
subject to any material departures 
disclosed and explained in the 
financial statements;
 - provide additional disclosures when 
compliance with specific requirements 
in IFRS is insufficient to enable users 
to understand the impact of particular 
transactions, other events and conditions 
on the entity’s financial position and 
financial performance; and
 - prepare the financial statements 
on the going concern basis unless 
it is inappropriate to presume that 
the Company will continue in business.
The Directors are responsible for keeping 
adequate accounting records that are 
sufficient to show and explain the Company’s 
transactions and disclose with reasonable 
accuracy at any time the financial position 
of the Company and Group and enable them 
to ensure that the financial statements comply 
with the Companies Act 2006. They are also 
responsible for safeguarding the assets of 
the Company and Group and hence for taking 
reasonable steps for the prevention and 
detection of fraud and other irregularities.
21
st
 Century Technology plc Annual Report and Financial Statements 2016 19
Overview Strategic report Governance Financial statements Governance
Statement of Directors’ responsibilities 
in respect of the financial statements 
continued
The Directors are responsible for the 
maintenance and integrity of the corporate 
and financial information included on the 
Company’s website. Legislation in the 
United Kingdom governing the preparation 
and dissemination of financial statements may 
differ from legislation in other jurisdictions.
Disclosure of information to auditor
In the case of each person who was 
a Director at the time this report 
was approved:
(a)  so far as the Director is aware there is 
no relevant audit information of which 
the Group’s auditor is unaware; and
(b)  he has taken all steps that he ought 
to have taken as a Director in order 
to make himself aware of any relevant 
audit information and to establish 
that the Group’s auditor is aware 
of that information.
This confirmation is given and should be 
interpreted in accordance with the provisions 
of Section 418 of the Companies Act 2006.
By order of the Board
Mark Elliott
Non-executive Chairman
25 May 2017
The Directors are responsible for the maintenance 
and integrity of the corporate and financial information 
included on the Company’s website.
DIRECTORS’ REPORT continued
20 21
st
 Century Technology plc Annual Report and Financial Statements 2016 FINANCIAL STATEMENTS
22	 	 A udit or ’ s 	r epor t 	on 	the	Gr oup 	fina ncial 	statements
23  Consolidated statement of comprehensive income  
for the year ended 31 December 2016
24  Consolidated statement of changes in equity  
for the year ended 31 December 2016
25	 	 Consolidated	statement	of	financ ial	position	 
at 31 December 2016
26	 	 Consolidated	statement	of	cash	fl ows	 
for the year ended 31 December 2016
27	 	 Notes	t o 	the	consolidated 	financi al	statements	 
for the year ended 31 December 2016
49	 	 A udit or ’ s 	r epor t 	on 	the	par ent 	com pany 	financial 	statements
50	 	 Company 	state ment	of	financial 	p osition	 
at 31 December 2016
51  Company statement of changes in equity  
for the year ended 31 December 2016
52	 	 Notes	t o 	the	Company	financial 	s tatements	 
for the year ended 31 December 2016
56 Corporate information 22 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
AUDITOR’S REPORT
on the Group financial statements
Independent auditor’s report to the members of 21
st
 Century Technology plc
We have audited the Group financial statements of 21
st
 Century Technology plc for the year ended 31 December 2016 which comprise the 
Consolidated Statement of Comprehensive Income, the Consolidated Statement of Changes in Equity, the Consolidated Statement of Financial 
Position, the Consolidated Statement of Cash Flows and the related notes. The financial reporting framework that has been applied in their 
preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.
Respective responsibilities of Directors and auditor
As explained more fully in the Statement of Directors’ responsibilities set out on pages 19 and 20, the Directors are responsible for the 
preparation of the financial statements and for being satisfied that they give a true and fair view. 
Our responsibility is to audit and express an opinion on the Group financial statements in accordance with applicable law and International 
Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors. 
This report is made solely to the Company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit 
work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s 
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the 
Company and the Company’s members as a body for our audit work, for this report, or for the opinions we have formed.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements is provided on the Financial Reporting Council’s website 
at www.frc.org.uk/auditscopeukprivate. 
Opinion on the financial statements
In our opinion the Group financial statements:
 - give a true and fair view of the state of the Group’s affairs as at 31 December 2016 and of the Group’s loss for the year then ended;
 - have been properly prepared in accordance with IFRSs as adopted by the European Union; and 
 - have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006 
In our opinion, based on the work undertaken in the course of the audit:
 - the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are 
prepared is consistent with the financial statements; and
 - the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Group and its environment obtained in the course of the audit, we have not identified 
material misstatements in the Strategic Report or the Directors’ Report. 
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
 - certain disclosures of Directors’ remuneration specified by law are not made; or
 - we have not received all the information and explanations we require for our audit.
Other matter
We have reported separately on the parent company financial statements of 21
st
 Century Technology plc for the year ended 31 December 2016.
William Neale Bussey (Senior Statutory Auditor)
for and on behalf of Mazars LLP
Chartered Accountants and Statutory Auditor 
Tower Bridge House
St Katharine’s Way
London E1W 1DD
25 May 2017 21
st
 Century Technology plc Annual Report and Financial Statements 2016 23
Overview Strategic report Governance Financial statements
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 December 2016
Notes
2016
£’000
2015
£’000
Revenue 3, 4 11,555 12,232
Cost of sales (6,868) (6,766)
Gross profit 4 4,687 5,466
Underlying administrative expenses (6,203) (5,414)
Other income 119 —
Underlying (loss)/profit (1,397) 52
Share-based payments (323) (323)
Acquisition costs — (116)
One-off legal costs (44) (43)
Reorganisation costs 28 (534) (56)
Total administrative expenses (6,985) (5,952)
Operating loss before impairment (2,298) (486)
Goodwill impairment 10 — (4,318)
Operating loss (2,298) (4,804)
Finance expense 6 (11) (11)
Loss before taxation from continuing operations 7 (2,309) (4,815)
Taxation credit/(charge) 8 6 (10)
Loss for the year being total comprehensive loss attributable to owners of the parent (2,303) (4,825)
Loss per share 9
Basic (2.47p) (5.17p)
Diluted (2.47p) (5.17p)
The notes on pages 27 to 48 form part of these financial statements. 24 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2016
Share 
capital
£’000
Share 
premium
£’000
Retained 
earnings
£’000
Total equity
shareholders’
funds
£’000
Balance at 1 January 2015 6,061 8 807 6,876
Loss and total comprehensive income for the year — — (4,825) (4,825)
Share-based payments — — 323 323
Balance at 31 December 2015 6,061 8 (3,695) 2,374
Loss and total comprehensive income for the year — — (2,303) (2,303)
Share-based payments — — 323 323
Balance at 31 December 2016 6,061 8 (5,675) 394
The notes on pages 27 to 48 form part of these financial statements. 21
st
 Century Technology plc Annual Report and Financial Statements 2016 25
Overview Strategic report Governance Financial statements
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
at 31 December 2016
Notes
2016
£’000
2015
£’000
Assets
Non-current assets
Goodwill 10 1,345 1,345
Other intangible assets 11 847 913
Property, plant and equipment 12 149 216
Trade and other receivables 15 39 83
2,380 2,557
Current assets
Inventories 14 1,510 1,082
Trade and other receivables 15 3,549 4,423
Current tax asset 20 — 74
Cash and cash equivalents 16 511 1,010
5,570 6,589
Total assets 7,950 9,146
Liabilities
Current liabilities
Trade and other payables 17 (5,303) (4,752)
Loans and borrowings 19 (54) (109)
Provisions 21 (605) (366)
(5,962) (5,227)
Net current (liabilities)/assets (392) 1,362
Non-current liabilities
Trade and other payables 17 (569) (561)
Loans and borrowings 19 (300) (49)
Deferred tax liability 13 (44) (57)
Provisions 21 (681) (878)
Total liabilities (7,556) (6,772)
Net assets 394 2,374
Shareholders’ equity
Share capital 23 6,061 6,061
Share premium account 8 8
Retained earnings (5,675) (3,695)
Total equity 394 2,374
The financial statements were approved by the Board of Directors and authorised for issue on 25 May 2017 and were signed on its behalf by:
M W Elliott R C Singleton
Non-executive Chairman Chief Executive
 
Registered number: 2974642
The notes on pages 27 to 48 form part of these financial statements. 26 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2016
Notes
2016
£’000
2015
£’000
Net cash flows from operating activities 25 (435) (498)
Cash flows from investing activities
Acquisition of subsidiary undertaking:
Net cash paid to vendors — (1,010)
Acquisition costs — (116)
Cash in subsidiary undertaking — 317
— (809)
Purchases of property, plant and equipment (85) (116)
Disposals of property, plant and equipment 40 16
Purchases of intangible assets (229) (110)
Net cash flows from investing activities (274) (1,019)
Cash flows from financing activities
Issue of loan note 300 —
Repayment of loans (104) (83)
Net cash flows from financing activities 196 (83)
Net decrease in cash and cash equivalents (513) (1,600)
Cash and cash equivalents at beginning of year 1,010 2,661
Effect of foreign exchange rate changes 14 (51)
Cash and cash equivalents at end of year 511 1,010
The notes on pages 27 to 48 form part of these financial statements. 21
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 Century Technology plc Annual Report and Financial Statements 2016 27
Overview Strategic report Governance Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the year ended 31 December 2016
1. General information
21
st
 Century Technology plc is a public limited company incorporated in England and listed on AIM. Its principal trading subsidiaries 
are 21
st
 Century Fleet Systems Limited (previously 21
st
 Century Technology Solutions Ltd) and 21
st
 Century Passenger Systems Limited 
(previously Region Services Ltd), and its registered and head office address is 12 Charter Point Way, Ashby-de-la-Zouch, Leicestershire 
LE65 1NF . Its principal place of business is in the UK and mainland Europe and its principal activities are described in the Strategic Report 
on page 6.
2. Significant accounting policies applied to the consolidated financial statements of the Group
Basis of preparation 
The Group financial statements are prepared in accordance with International Financial Reporting Standards and IFRIC interpretations 
issued and effective (or adopted early) and endorsed by the European Union at the time of preparing these financial statements and with 
those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under 
the historical cost convention, except financial instruments and share-based payments, which are prepared in accordance with IAS 39 and 
IFRS 2 respectively. A summary of the more important Group accounting policies is set out below.
The individual financial statements of each Group entity are presented in the currency of the primary economic environment in which the 
entity operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position of each 
Group entity are expressed in Sterling (‘£’), which is the presentation currency for the consolidated financial statements. The numbers in the 
financial statements are rounded in £’000 for presentation purposes.
The preparation of financial statements in conformity with international financial reporting standards requires the use of estimates and 
assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts 
of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of the amount, 
event or actions, actual results may differ from those estimates. The significant judgements made by management in applying the Group’s 
accounting policies and the key sources of estimation uncertainty were:
(i) Note 10 – Impairment of goodwill
Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units to which goodwill has 
been allocated. The value-in-use calculation requires the Group to estimate future cash flows expected to arise from the cash generating 
unit at a suitable discount rate in order to calculate the present value. A discount rate of 14–16% is applied to the cash flow forecasts from 
the most recent financial budgets and long-term plans which are extrapolated in perpetuity assuming no growth beyond five years.
(ii) Note 14 – Provision for obsolete and slow-moving inventory 
Determining the level of provision necessary for obsolete and slow-moving inventory requires management to make judgements in estimating 
the net realisable value of the Group’s inventory based upon stock turnover statistics and management’s knowledge of market changes.
(iii) Note 23 – Share-based payments
In determining the fair value of equity settled share-based payments and the related charge to the statement of comprehensive income, the Group 
makes assumptions about future events and market conditions. In particular, judgement must be made as to the likely number of shares 
that will vest and the fair value of each award granted. The share options have a life of ten years and the exercise period is determined to be 
five years. The fair value is determined using the Black Scholes valuation model. At each year end the Company revises its estimate of the 
number of options that are expected to become exercisable. It recognises the impact of the revision of the original estimates, if any, in the 
statement of comprehensive income with a corresponding adjustment to equity.
(iv) Note 21 – Warranty and Other provisions
Determining the level of provision necessary for product warranties requires management to make judgements in estimating the likely future 
costs based upon historic cost experience and management’s experience.
The restructuring provision is based on the management’s expectation of salary and other costs to implement the planned restructure 
of the organisation.
(v) Note 11 – Impairment of intangibles
Determining whether intangibles are impaired requires an estimation of the recoverable value of the individual asset. Where assets generate 
cash flows that are independent of other assets then the value-in-use calculation requires the Group to estimate future cash flows expected 
to arise from the asset at a suitable discount rate in order to calculate the present value.
(vi) Note 27 – Fair value on acquisition
Determining the fair value of assets and liabilities on the acquisition of a company or business requires significant management judgements 
and estimations on a range of asset types.
(vii) Note 18 – Construction contracts
Determining the outcome of a construction contract requires management to make judgements on whether the outcome can be estimated 
reliably and this includes estimates of future costs. The percentage completion of a contract also requires management to make judgements 
and estimates which are based on costs incurred and project progress.
(viii) Note 8 – Deferred tax
Determining the amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount 
of assets and liabilities. A deferred tax asset is recognised only to the extent that it is probable that sufficient taxable profit will be available 
to utilise the temporary difference. 
Impact of standards adopted in the year
The following new standards, amendments and interpretations, issued by the International Accounting Standards Board (IASB) or the IFRS 
Interpretations Committee (formerly the International Financial Reporting Interpretations Committee or IFRIC), became effective this year 
and have been applied in preparing these consolidated financial statements. None of these adopted items had a material impact on the 
Group’s financial statements for the year. 28 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
2. Significant accounting policies applied to the consolidated financial statements of the Group continued
Standard
There were no new or revised standards adopted in the year.
Amendments adopted in the year
Annual improvements to IFRSs 2012–2014 Cycle
Amendments to IAS 10, IFRS 12 and IAS 28 ‘Investment Entities: Applying the Consolidation Exception’
Amendments to IAS 1 ‘Presentation of Financial Statements – Disclosure Initiatives’
Amendments to IAS 16 and IAS 38 ‘Property, Plant and Equipment and Intangible Assets – Clarification of Acceptable Methods 
of Depreciation and Amortisation’
Amendments to IAS 27 ‘Separate Financial Statements – Equity Method’
Impact of standards not yet effective
The following new standards, amendments and interpretations, issued by the International Accounting Standards Board (IASB) or the IFRS 
Interpretations Committee (formerly the International Financial Reporting Interpretations Committee or IFRIC), are effective for periods 
beginning after 31 December 2016 and have not been applied in preparing these consolidated financial statements.
Standard Adopted by EU
Changes that apply from 1 January 2017
Amendments to IAS 7 ‘Disclosure Initiative’ No
Amendments to IAS 12 ‘Recognition of Deferred Tax Assets for Unrealised Losses’ No
Changes that apply from 1 January 2018
Annual Improvements to IFRSs 2014–2016 Cycle No
IFRS 15 ‘Revenue from Contracts with Customers’ Yes
IFRS 9 ‘Financial Instruments’ Yes
Clarifications to IFRS 15 ‘Revenue from Contracts with Customers’ No
Amendments to IFRS 2 ‘Classification and Measurement of Share-based Payment Transactions’ No
Changes that apply from 1 January 2019
IFRS 16 ‘Leases’ No
IFRIC Interpretation 22 ‘Foreign Currency Transactions and Advance Consideration’ No
The Directors do not anticipate that the adoption of standards, amendments and interpretations (with the possible exceptions of IFRS 15 
and IFRS 16) would make a material impact on these financial statements. The Directors plan to assess the full impact of IFRS 15 and IFRS 16 
on these financial statements in the current year.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company 
(its subsidiaries) made up to 31 December each year. Control is achieved when the Company: 
 - has power over the investee;
 - is exposed, or has rights, to variable return from its involvement with the investee; and
 - has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one 
or more of the three elements of control listed above. 
When the Company has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting 
rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant 
facts and circumstances in assessing whether or not the Company’s voting rights in an investee are sufficient to give it power, including:
 - the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
 - potential voting rights held by the Company, other vote holders or other parties;
 - rights arising from other contractual arrangements; and
 - any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant 
activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings. 21
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 Century Technology plc Annual Report and Financial Statements 2016 29
Overview Strategic report Governance Financial statements
2. Significant accounting policies applied to the consolidated financial statements of the Group continued
Basis of consolidation continued
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control 
of the subsidiary. Specifically, the results of subsidiaries acquired or disposed of during the year are included in the consolidated income 
statement from the date the Company gains control until the date when the Company ceases to control the subsidiary.
The purchase of subsidiaries is accounted for using the acquisition method. The results of subsidiaries sold or acquired are included in the 
consolidated statement of comprehensive income up to, or from, the date control passes. Intragroup sales and profits are eliminated fully 
on consolidation.
Goodwill
Goodwill arising on acquisitions prior to 22 December 1998 was written off immediately against reserves. Goodwill arising on acquisitions 
between 23 December 1998 and 31 December 2005 was capitalised, classified as an asset on the consolidated statement of financial position 
and amortised on a straight line basis over its useful economic life of ten years. From 1 January 2006 goodwill is recognised as an intangible 
asset and reviewed for impairment at least annually. Any impairment is recognised immediately in the statement of comprehensive income 
and may not be subsequently reversed. Goodwill previously eliminated has not been reinstated on implementation of IAS 38 as permitted 
by IFRS 1.
On disposal of a subsidiary or business, the attributable goodwill is included in the determination of profit or loss on disposal.
Business combinations
On the acquisition of a company or business, a determination of the fair value and the useful life of intangible assets acquired is performed, 
which requires the application of management judgement. Future events could cause the assumptions used by the Group to change, which 
would have a significant impact on the results and net position of the Group.
Revenue
Revenue represents amounts invoiced to customers, net of value added tax and trade discounts. The sale of equipment includes installation 
of on-vehicle equipment, with the turnover being recognised once the installation has been completed. There is also revenue from construction 
contracts which is recognised as contract work in progress in accordance with the Group’s accounting policy on construction contracts as 
detailed below.
When the Group sells multiple goods and/or services as a package, the components are separated and accounted for separately.
Revenue received before goods and services are delivered is recognised as deferred income and transferred to profit and loss once the goods 
are delivered and when the services have been performed.
Ongoing revenue from service contracts is recognised on a straight line basis over the term of the contract.
Segment reporting
An operating segment is a component of the group that engages in business activities from which it may earn revenues and incur expenses, 
including revenues and expenses that relate to transactions with any of the Group’s other components. All operating segments’ operating 
results are reviewed regularly by the Board of Directors to make decisions about resources to be allocated to the segment and to assess its 
performance, and for which discrete financial Information is available.
Segment results that are reported to the Board of Directors include items directly attributable to a segment as well as those that can be 
allocated on a reasonable basis. Unallocated items comprise mainly corporate assets (primarily the company’s headquarters), head office 
expenses, and income tax assets and liabilities.
Segment capital expenditure is the total cost incurred during the year to acquire plant and equipment, and intangible assets other than goodwill.
Construction contracts
The Company recognises revenue on construction contracts under the percentage of completion method.
When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract 
costs incurred that it is probable will be recoverable; and contract costs are recognised when incurred.
When the outcome of a construction contract can be estimated reliably, contract revenue and contract costs are recognised over the period 
of the contract, respectively, as revenue and expenses. The Group uses the percentage of completion method to determine the appropriate 
amount of revenue and costs to recognise in a given period. This is normally measured either by the proportion that contract costs incurred 
for work performed to date bear to the estimated total contract costs, except where this would not be representative of the stage of completion. 
Variations in contract work, claims and incentive payments are included to the extent that they have been agreed with the customer. When it 
is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately in profit 
and loss.
In determining costs incurred up to the year end, any costs relating to future activity on a contract are excluded and are shown as contract 
work in progress. The aggregate of the cost incurred and the profit or loss recognised on each contract is compared against the progress 
billings up to the year end. Where costs incurred and recognised profits (less recognised losses) exceed progress billings, the balance is 
shown as due from customers on construction contracts, under receivables and prepayments. Where the progress billings exceed costs 
incurred plus recognised profits (less recognised losses), the balance is shown as due to customers on construction contracts, under trade 
and other payables. 30 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
2. Significant accounting policies applied to the consolidated financial statements of the Group continued
Taxation
Income tax on profit or loss for the year comprises current and deferred tax. Income tax is recognised in the statement of comprehensive 
income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the 
year-end date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided using the year-end liability method on any temporary differences between the carrying amounts for financial reporting 
purposes and those for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement 
of the carrying amount of assets and liabilities.
A deferred tax asset is recognised only to the extent that it is probable that sufficient taxable profit will be available to utilise 
the temporary difference.
Earnings per Ordinary Share
Basic earnings per share (EPS) is calculated by dividing the earnings attributable to Ordinary Shareholders by the weighted average 
number of Ordinary Shares in issue during the year. For diluted earnings, the weighted average number of Ordinary Shares in issue 
is adjusted to assume conversion of all dilutive potential Ordinary Shares.
Plant and equipment
The cost of plant and equipment is their purchase price plus any costs directly attributed to bringing the asset to the location and condition 
necessary for it to be capable of operating in a manner intended by management.
Depreciation is calculated so as to write off the cost of property, plant and equipment on a straight line basis to their estimated residual 
values over the expected useful economic lives of the assets concerned. Periodic reviews are made of estimated remaining useful lives 
and residual values and the depreciation rates applied are:
%
Leasehold improvements 20
Plant and equipment 20–33
Impairment
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. 
If any such condition exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. 
Where the asset does not generate cash flows that are independent from other assets, estimates are made of the recoverable amount of the 
cash generating unit to which the asset belongs.
Recoverable amount is the higher of fair value, less costs to sell, and value in use. In assessing value in use, estimated future cash flows 
are discounted to their present value using a discount rate appropriate to the specific asset or cash generating unit and by comparing the 
internal rate of return generated by the cash flows to target return rates established by management. If the recoverable amount of an asset 
or cash generating unit is estimated to be less than its carrying amount, the carrying value of the asset or cash generating unit is reduced 
to its recoverable amount. Impairment losses are recognised immediately in the statement of comprehensive income.
In respect of assets other than goodwill, an impairment loss is reversed if there has been a change in the estimates used to determine 
the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying 
amount that would have been determined, net of depreciation or amortisation, if that impairment loss had not been recognised. 
Impairment losses in respect of goodwill are not reversed.
Intangible assets
Software
Software which can be separately identified is capitalised to intangible assets at cost of acquisition and amortised over the estimated 
useful economic lives of between three and five years on a straight line basis into administrative expenses. All software will be fully 
amortised by 31 December 2021.
Research and development
Expenditure on research is written off in the period in which it is incurred.
Development expenditure is capitalised where it relates to a specific project where technical feasibility has been established, adequate 
technical, financial and other resources exist to complete the project, the expenditure attributable to the project can be measured reliably 
and overall project profitability is reasonably certain. In this case, it is recognised as an intangible asset and amortised over its useful 
economic life when the asset is made available for use. All other development expenditure is recognised as an expense in the period 
in which it is incurred. All capitalised development expenditure will be fully amortised by 31 December 2021.
Customer lists
The fair value of customer lists acquired in a business combination is estimated using discounted incremental cash flow and amortised 
over a five-year estimated useful economic life. Amortisation is included in the statement of comprehensive income as a part of 
administrative expenses. The customer lists will be fully amortised by 30 April 2020.
Inventories
Inventory is stated at the lower of cost and net realisable value. The cost is based on the average weighting method. Cost comprises direct 
materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present 
location and condition. Where necessary, provision is made for obsolete, slow-moving and defective inventory. 21
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 Century Technology plc Annual Report and Financial Statements 2016 31
Overview Strategic report Governance Financial statements
2. Significant accounting policies applied to the consolidated financial statements of the Group continued
Financial instruments
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with maturity of less than or equal to three months and are measured 
on initial recognition at their fair value and subsequently at amortised cost. 
Loans and receivables and other financial liabilities
Trade receivables and trade payables are measured on initial recognition which is the trade date, at fair value, and are subsequently measured 
at amortised cost using the effective interest rate method. Appropriate allowances for estimated irrecoverable trade receivables are recognised 
in the statement of comprehensive income when there is objective evidence that the asset is impaired.
Loans are initially recognised at the fair value of the proceeds and are classified as current liabilities unless the Group has an unconditional 
right to defer settlement for at least one year after the balance sheet date.
Financial assets
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial 
asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated 
future cash flows of that asset.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount, 
and the present value of the estimated future cash flows discounted at the original effective interest rate.
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed 
collectively in groups that share similar credit risk characteristics.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. 
For financial assets measured at amortised cost the reversal is recognised in profit or loss.
Leasing 
Rentals payable under operating leases are charged in the statement of comprehensive income on a straight line basis over the lease term.
Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is recognised for the amount expensed to be paid 
if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the 
obligation can be estimated reliably.
Pensions
The Group operates a defined contribution scheme. The pension cost charge to the statement of comprehensive income is the contributions 
payable to the pension scheme for the period. 
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it is probable that the Group will be required 
to settle that obligation. Provisions are measured at the Directors’ best estimate of the net expenditure required to settle the obligation at the 
year-end date and are discounted to present value where the effect is material.
Foreign currencies
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction or at the contracted rate if the transaction 
is covered by a forward currency contract. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate 
of exchange ruling at the year-end date. All differences are taken to the statement of comprehensive income.
The assets and liabilities of foreign operations are translated to Pounds Sterling at exchange rates at the reporting date. The income 
and expenses of foreign operations are translated to Pounds Sterling at exchange rates at the dates of the transactions.
Foreign currency differences are recognised in the translation reserve.
Share capital and share premium
Ordinary Shares are classified as equity. Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.
Share-based payments
Share-based payments are measured at their fair value at the date of grant using a Black Scholes model. The fair value determined at the 
grant date is expensed on a straight line basis over the vesting period, based upon the Group’s estimate of participants eligible to receive 
shares at the point of vesting. 
Going concern
The Group’s business activities, together with factors likely to affect its future development, performance and position, are set out in the 
Strategic Report along with the principal risks and uncertainties. 
The Group’s net underlying loss for the year was £1,397k (2015: underlying profit £52k). As at 31 December 2016 the Group had net current 
liabilities of £392k (2015: net current assets £1,362k) and net cash reserves of £511k (2015: £1,010k). 
In 2016 the Directors identified a need to raise finance to cover liquidity issues pending the anticipated return of the Group to profitability 
and raised £300,000 from the issue of loan notes in December 2016 and arranged a £400,000 invoice discounting facility. Current trading is 
in line with management forecasts and restructuring efforts are substantially complete. 
The Directors have prepared Group cash flow projections for the period to 30 June 2018 based on latest forecasts that show that the Group 
will be able to operate within the Group current funding resources. It is important that we achieve sales forecasts and the profile of cash receipts.  32 21
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 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
2. Significant accounting policies applied to the consolidated financial statements of the Group continued
Going concern continued
As with all businesses there are particular times of the year where our working capital requirements are at their peak. However the Group is 
well placed to manage business risk effectively and the Board reviews the Group’s performance against budgets and forecasts on a regular 
basis to ensure action is taken when needed.
These projections indicate that the Group will operate within available facilities throughout the projection period and therefore based 
on these projections, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational 
existence for the foreseeable future and for at least twelve months from the date of these financial statements. The Directors therefore 
continue to adopt the going concern basis in preparing the financial statements. 
3. Revenue
The revenue split between goods and services is:
2016
£’000
2015
£’000
Goods 8,435 9,407
Services 3,120 2,825
11,555 12,232
Construction contracts included in goods 3,384 2,862
4. Segmental reporting
IFRS 8 requires operating segments to be determined on the basis of those segments whose operating results are regularly reviewed 
by the Board of Directors (the Chief Operating Decision Maker as defined by IFRS 8) to make strategic decisions.
Last year, with the acquisition of RSL Group (note 27) we moved to two strategic segments: Fleet Systems and Passenger Systems. 
In addition, there are central functions that provide services to the two strategic operating segments.
As the Board of Directors reviews revenue, gross profit and operating loss on the same basis as set out in the consolidated statement 
of comprehensive income, no further reconciliation is considered to be necessary.
Revenue and gross profit
Revenue
2016
£’000
Gross profit
2016
£’000
Revenue
2015
£’000
Gross profit
2015
£’000
Fleet Systems 6,923 2,268 8,601 3,555
Passenger Systems 4,715 2,419 3,631 1,911
Intersegment sales (83) — — —
Total 11,555 4,687 12,232 5,466
Major customers
In the year, two customers within the Fleet Systems segment each accounted for over 10% of Group revenue at 18% and 13%. In the prior 
year, there were three Fleet Systems customers that each accounted for over 10% of revenue at 19%, 18% and 11%. There were no major 
customers within the Passenger Systems segment.
Underlying (loss)/profit 
2016
£’000
2015
£’000
Fleet Systems (748) 213
Passenger Systems (460) 49
(1,208) 262
Central (189) (210)
Underlying (loss)/profit (1,397) 52 21
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 Century Technology plc Annual Report and Financial Statements 2016 33
Overview Strategic report Governance Financial statements
4. Segmental reporting continued
Reconciling to loss before interest and tax
2016
Underlying
 operating loss
£’000
One-off legal and
reorganisation
costs
£’000
Share-based
 payments
£’000
Operating
loss
£’000
Goodwill
 impairment
£’000
Loss before
 interest and tax
£’000
Fleet Systems (748) (410) (323) (1,481) — (1,481)
Passenger Systems (460) (168) — (628) — (628)
(1,208) (578) (323) (2,109) — (2,109)
Central (189) — — (189) — (189)
(1,397) (578) (323) (2,298) — (2,298)
2015
Underlying
operating profit
£’000
Acquisition,
one-off
legal and
reorganisation
costs
£’000
Share-based
payments
£’000
Operating
loss
£’000
Goodwill
impairment
£’000
Loss before
interest and tax
£’000
Fleet Systems 213 (131) (323) (241) (4,318) (4,559)
Passenger Systems 49 (84) — (35) — (35)
262 (215) (323) (276) (4,318) (4,594)
Central (210) — — (210) — (210)
52 (215) (323) (486) (4,318) (4,804)
Net assets attributed to each business segment represent the net external operating assets of that segment, excluding goodwill, bank balances 
and borrowings, which are shown as unallocated amounts, together with central assets and liabilities.
Net assets
Assets
2016
£’000
Liabilities
2016
£’000
Net assets
2016
£’000
Assets
2015
£’000
Liabilities
2015
£’000
Net assets
2015
£’000
Fleet Systems 3,814 (4,042) (228) 4,203 (3,684) 519
Passenger Systems 2,246 (3,148) (902) 2,519 (2,893) (374)
6,060 (7,190) (1,130) 6,722 (6,577) 145
Goodwill 1,345 — 1,345 1,345 — 1,345
Cash and borrowings 511 (354) 157 1,010 (158) 852
Unallocated 34 (12) 22 69 (37) 32
Total 7,950 (7,556) 394 9,146 (6,772) 2,374
Geographical segments 
Revenue
2016
£’000
Gross profit
2016
£’000
Revenue
2015
£’000
Gross profit
2015
£’000
UK 10,462 4,057 10,803 4,705
International
– Scandinavia 626 978
– Other EU 361 451
– Non-EU 106 —
Total international 1,093 630 1,429 761
Total 11,555 4,687 12,232 5,466 34 21
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 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
4. Segmental reporting continued
Assets and liabilities by location
2016
£’000
2015
£’000
Assets
UK 7,914 9,105
International 36 41
Total assets 7,950 9,146
Liabilities
UK (7,514) (6,719)
International (42) (53)
Total liabilities (7,556) (6,772)
All non-current assets are located within the United Kingdom.
5. Employee information
The average monthly number of persons (including Executive Directors) employed by the Group during the year was:
2016
Number
2015
Number
By activity:
Administration 24 19
Technical 21 25
Operations 61 59
106 103
Staff costs (for the above persons)
2016
£’000
2015
£’000
Wages and salaries 3,826 3,256
Social security costs 471 404
Pension costs 93 211
Share-based payments 323 323
4,713 4,194
Key management compensation (included above)
2016
£’000
2015
£’000
Wages and salaries 437 931
Social security costs 50 111
Pension costs 73 138
Share-based payments 323 323
883 1,503
The key management personnel are the Board of Directors, the Directors of each of the Group’s business segments and the senior 
management team responsible for the call centre, personnel, finance and IT. Directors’ emoluments and pensions included on page 17 are:
Emoluments Pension contributions
2016
£’000
2015
£’000
2016
£’000
2015
£’000
Total Directors 209 288 57 116
Highest paid Director 90 102 18 77
There are two (2015: two) Directors receiving payments into pension schemes. Directors’ detailed emoluments are disclosed in the Report 
on Directors’ Remuneration. 21
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 Century Technology plc Annual Report and Financial Statements 2016 35
Overview Strategic report Governance Financial statements
6. Finance income/(expense)
2016
£’000
2015
£’000
Interest receivable on bank balances 1 —
Interest payable on loans (12) (11)
7. Loss before taxation from continuing operations
This is stated after charging/(crediting):
2016
£’000
2015
£’000
Operating lease rentals:
– Rent of land and buildings 221 182
– Hire of plant and equipment 246 245
Depreciation:
– Property, plant and equipment owned 107 114
Amortisation of intangible fixed assets 295 143
Inventories – consumed and recognised as an expense in cost of sales 4,527 4,570
Write down of inventories 16 86
Trade receivables impairment losses recovered (10) (19)
Goodwill impairment — 4,318
Exchange differences (26) 87
Share-based payments charge 323 323
Loss before taxation is also stated after charging:
2016
£’000
2015
£’000
Auditor’s remuneration:
Fees payable to the Company’s auditor for the audit of the Company’s annual financial statements 4 4
Fees payable to the Company’s auditor for the audit of the Company’s subsidiaries pursuant to legislation 55 60
Additional fees payable to the Company’s auditor for the prior year audit pursuant to legislation 12 —
Total audit fees 71 64
8. Taxation
(a) Analysis of (credit)/charge in year:
2016
£’000
2015
£’000
Current tax
Prior year overprovision — (68)
UK corporation tax on the loss for the year (20%) — —
Swedish corporation tax on the profit for the year (22%) 7 13
Deferred tax (credit)/charge
– Temporary differences tax losses — 36
– Temporary differences decelerated capital allowances — 37
– Temporary differences on acquisition (13) (8)
Total tax (credit)/charge for the year (6) 10 36 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
8. Taxation continued
(b) Factors affecting the total tax (credit)/charge for the year
The tax assessed for the year differs from the standard rate of corporation tax in the UK at 20% (2015: 20.25%). The differences are explained below:
2016
£’000
2015
£’000
Loss on ordinary activities before tax (2,309) (4,815)
Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 20% (2015: 20.25%) (462) (975)
Effects of:
Expenses not deductible for tax purposes 53 955
Change in unrecognised deferred tax assets 408 123
Brought forward tax losses used (previously not recognised) (5) (37)
Prior year overprovision — (68)
Prior year deferred tax previously recognised — 73
Difference in tax rates — 4
Deferred tax on acquisition — (65)
Total tax (credit)/charge for the year (6) 10
(c) Deferred tax asset/(liability)
The unrecognised and recognised deferred tax assets/(liability) comprise the following:
Unrecognised Recognised
Group
2016
£’000
2015
£’000
2016
£’000
2015
£’000
Tax losses 573 202 — —
Decelerated capital allowances 62 82 — —
Arising on acquisition — — (44) (57)
635 284 (44) (57)
The Group has £3,372,000 of unutilised tax losses (2015: £1,009,000) which may be carried forward indefinitely.
9. Loss per Ordinary Share
Basic earnings per share (EPS) is calculated by dividing the earnings attributable to Ordinary Shareholders by the weighted average 
number of Ordinary Shares in issue during the year.
For diluted earnings, the weighted average number of Ordinary Shares in issue is adjusted to assume conversion of all dilutive potential 
Ordinary Shares.
2016 2015
Group
Losses
£’000
Per share
amount
Pence
Losses
£’000
Per share
amount
Pence
Basic EPS
Losses attributable to Ordinary Shareholders (2,303) (2.47) (4,825) (5.17)
Diluted EPS
Losses attributable to Ordinary Shareholders (2,303) (2.47) (4,825) (5.17)
Details of the weighted average number of Ordinary Shares used as the denominator in calculating the earnings per Ordinary Share 
are given below:
2016
‘000
2015
‘000
Basic weighted average number of shares 93,240 93,240
Dilutive potential Ordinary Shares — —
Diluted weighted average number of shares 93,240 93,240 21
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 Century Technology plc Annual Report and Financial Statements 2016 37
Overview Strategic report Governance Financial statements
10. Goodwill
Goodwill acquired in a business combination is allocated at acquisition to the cash generating unit (CGU) that is expected to benefit 
from that business combination. The Group has two CGUs which are its two operating segments, Fleet Systems and Passenger Systems. 
The carrying amount of goodwill has been allocated to the CGUs as follows:
Fleet
Systems
£’000
Passenger
Systems
£’000
Total
£’000
Deemed cost:
At 1 January 2015 4,318 — 4,318
Acquisition — 1,345 1,345
Impairment (4,318) — (4,318)
At 31 December 2015 — 1,345 1,345
Impairment — — —
At 31 December 2016 — 1,345 1,345
The Group tests goodwill annually for impairment as at 31 December, or more frequently if there are indications that goodwill might be impaired.
The recoverable amounts of the CGUs are determined based on a value-in-use calculation which uses cash flow projections based on 
financial budgets and business plans approved by the Directors covering a five-year period. Cash flows beyond that period have been 
extrapolated in perpetuity assuming no growth, which the Directors consider to be a conservative approach.
The goodwill in relation to the Fleet Systems CGU became fully impaired in the year to 31 December 2015, based on forecasts that 
suggested a broadly neutral cash flow.
The key assumptions for the value-in-use calculations are those regarding discount rates and sales forecasts.
The discount rates needed to equate the net present value from these cash flows to the carrying value of goodwill are compared to the required 
rate of return from the CGU based upon an assessment of the time value of money, prevailing interest rates and the risks specific to the CGU. 
If this discount rate is in excess of the required rate of return then it is assumed that no impairment has occurred to the carrying value 
of goodwill.
The discount rates are as follows:
2016
%
2015
%
Fleet Systems N/A 16
Passenger Systems 14 14
The discount rates used are based on the Board’s judgement considering macroeconomic factors and reflecting specific risks in each 
segment such as the nature of the market served, the concentration of customers, cost profiles and barriers to entry.
Passenger Systems also has intangible assets, see Note 11, which are considered in the same value-in-use calculations as goodwill.
The Passenger Systems cash flow projections used to determine value in use are based upon assumptions of sales, margins and cost 
bases. Of these assumptions the value in use is most sensitive to the level of sales. Margins are fixed in the forecast based upon past 
experience; the cost base is similarly based upon past experience but also takes into account savings from restructuring and will vary 
depending upon the level of sales. In accordance with the requirements of IAS 36 our value-in-use calculations do not include cash flows 
from restructurings to which the Group is not yet committed.
The level of sales is the key assumption used in the cash flow forecast. Sales have been determined by management using estimates based 
upon past experience and future performance with reference to market position and the sales pipeline. Due to the difficult macroeconomic 
environment there has been a reduction in the availability of contracts, which has in turn resulted in pressure on margins. This has been reflected in 
the sales forecasts. Furthermore, the 2017 forecast reflects a major restructuring to a level reflecting current order intake and the near-term 
sales pipeline. The 2018 forecast predicts growth of 22%. The remaining three years are based upon compound sales growth of 5%.
The value-in-use calculation supports the carrying value of the CGU with headroom of £116k. A sensitivity analysis has been performed on 
the impairment test. The Directors consider that an absolute change in the key sales assumption is possible and a reduction of 5% points in 
the growth rate in 2018 to 17% would result in an impairment charge being recognised for the current carrying value of goodwill in relation to 
Passenger Systems of £713k. If sales forecasts were down 10% across the whole period and overheads were partially scaled back by 5% 
then the impairment charge would be £1,072k.
Based on the review the discount rate applied to equate the net present value of the forecast cash flows to the carrying value of goodwill 
and the intangible assets was 14.9%, whereas the required rate of return of the CGU is 14%.
In view of this, the Directors consider that no impairment of goodwill or intangible assets is required. 38 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
11. Other intangible assets 
2016 movements
Customer
list
£’000
Development
costs
£’000
Software
£’000
Total
£’000
Cost
At 1 January 2016 192 1,543 656 2,391
Additions — 182 47 229
At 31 December 2016 192 1,725 703 2,620
Amortisation
At 1 January 2016 25 902 551 1,478
Charge for the year 38 224 33 295
At 31 December 2016 63 1,126 584 1,773
Net book value
At 31 December 2016 129 599 119 847
2015 movements
Customer
list
£’000
Development
costs
£’000
Software
£’000
Total
£’000
Cost
At 1 January 2015 — 795 540 1,335
Additions — 100 10 110
Acquisition in a business combination (note 27) 192 648 106 946
At 31 December 2015 192 1,543 656 2,391
Amortisation
At 1 January 2015 — 795 540 1,335
Charge for the year 25 107 11 143
At 31 December 2015 25 902 551 1,478
Net book value
At 31 December 2015 167 641 105 913
The Group tests intangible assets when there is indication of impairment. The recoverable amounts are determined from value-in-use calculations. 
The key assumptions for the value-in-use calculations are those regarding cash flow forecasts, growth rates and discount rates. The cash flow 
forecasts are derived from the most recent financial budgets for the next five years approved by management, extrapolated in perpetuity 
assuming no growth. The impairment test is covered in the Goodwill note 10.
12. Plant and equipment
2016 movements
Leasehold
improvements
£’000
Plant and
equipment
£’000
Total
£’000
Cost
At 1 January 2016 108 549 657
Additions 12 73 85
Disposals (108) (37) (145)
At 31 December 2016 12 585 597
Depreciation
At 1 January 2016 61 380 441
Charge for the year 16 91 107
Disposals (77) (23) (100)
At 31 December 2016 — 448 448
Net book amounts
At 31 December 2016 12 137 149 21
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 Century Technology plc Annual Report and Financial Statements 2016 39
Overview Strategic report Governance Financial statements
12. Plant and equipment continued
2015 movements
Leasehold
improvements
£’000
Plant and
equipment
£’000
Total
£’000
Cost
At 1 January 2015 99 383 482
Additions 9 107 116
Acquisition in a business combination (note 27) — 71 71
Disposals — (12) (12)
At 31 December 2015 108 549 657
Depreciation
At 1 January 2015 40 287 327
Charge for the year 21 93 114
At 31 December 2015 61 380 441
Net book amounts
At 31 December 2015 47 169 216
13. Deferred tax liability
The movement on the deferred tax liability is as follows:
Deferred tax liability arising on acquisition 
Liability
£’000
Balance brought forward at 1 January 2016 (57)
Credit to profit and loss account 13
Balance carried forward at 31 December 2016 (44)
14. Inventories
2016
£’000
2015
£’000
Raw materials 302 210
Work in progress 62 45
Finished goods and goods for resale 1,146 827
1,510 1,082
15. Trade and other receivables
2016
£’000
2015
£’000
Current
Trade receivables 2,496 3,600
Less: provision for impairment of receivables (16) (26)
Trade receivables – net 2,480 3,574
Amounts due from contract customers 746 368
Other receivables and prepayments 323 481
3,549 4,423
Non-current
Other receivables and prepayments 39 83
The average credit period taken on sales of goods is 62 days (2015: 51 days). Trade receivables are provided for to the extent that management 
has reason to believe that the recoverability of the debt is questionable. Before granting credit terms to any new customer, the Group uses 
an external credit checking company to assess the customer’s credit quality and to assist in the definition of credit limits for that customer. 
In addition, we have credit insurance in place on the majority of trade receivables. 40 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
15. Trade and other receivables continued
The following customers represented more than 5% of the total balance of net trade receivables at the year end:
Amount receivable
2016
£’000
2015
£’000
Customer 1 624 402
Customer 2 527 425
Customer 3 401 749
Customer 4 185 —
Customer 5 160 202
Customer 6 — 477
Customer 7 — 284
Customer 8 — 230
Included in the Group’s trade receivable balance are debtors with a carrying amount of £768,000 (2015: £682,000) which are past due at the 
reporting date for which the Group has not provided as there has not been a significant change in credit quality and the amounts are still considered 
recoverable. The Group does not hold any collateral over these balances. The average age of these receivables is 55 days (2015: 67 days).
Ageing of past due but not impaired trade receivables:
2016
£’000
2015
£’000
Up to three months past due 709 597
Three to six months past due 37 41
Over six months past due 22 44
768 682
Movement in the provision for impairment of trade receivables:
2016
£’000
2015
£’000
Balance at 1 January 26 22
On acquisition — 23
Impairment losses recovered (10) (23)
Provision made — 4
Balance at 31 December 16 26
Ageing of impaired trade receivables:
2016
£’000
2015
£’000
60–90 days — 26
Over 90 days 16 —
16 26
The trade and other receivables are used as security for the Loan Notes as set out in Note 19.
16. Cash and cash equivalents
2016
£’000
2015
£’000
Cash and cash equivalents 511 1,010
Cash and cash equivalents comprise cash, including bank deposits held by the Group. 21
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 Century Technology plc Annual Report and Financial Statements 2016 41
Overview Strategic report Governance Financial statements
17. Trade and other payables
2016
£’000
2015
£’000
Current
Trade payables 1,561 1,319
Other taxation and social security 358 397
Other payables 27 4
Accruals 1,225 1,326
Deferred income relating to construction contracts 778 615
Deferred income 1,354 1,091
5,303 4,752
Non-current
Deferred income 569 561
Trade creditors and other payables principally comprise amounts outstanding for trade purchases and ongoing costs. The average credit 
period taken for trade purchases is 43 days (2015: 46 days). No supplier charges interest on outstanding balances. The Group has financial 
risk management policies in place to ensure that all payables are paid within the credit timeframe.
18. Construction contracts
2016
£’000
2015
£’000
Contracts in progress at dates of statement of financial position:
Amounts due from contract customers included in trade and other receivables 746 368
Amounts due to contract customers included in trade and other payables (778) (615)
(32) (247)
Contract costs incurred plus recognised profit less recognised losses to date 6,278 4,444
Less: progress billings (6,310) (4,691)
(32) (247)
At 31 December 2016, retentions held by customers for contract work amounted to £12,000 (2015: £12,000). Advances received 
from customers for contract work amounted to £778,000 (2015: £615,000).
At 31 December 2016, amounts of £nil (2015: £nil) included in trade and other receivables and arising from construction contracts 
are due for settlement after more than twelve months.
19. Loans and borrowings
2016 2015
Current
£’000
Non-current
 £’000
Total 
£’000
Current
£’000
Non-current 
£’000
Total 
£’000
Bank term loans 54 — 54 104 49 153
Other loan notes — 300 300 — — —
Hire purchase agreements — — — 5 — 5
54 300 354 109 49 158
The fair value of the loans and borrowings is not substantially different from the carrying value.
During the year £109,000 (2015: £83,000) of loans and borrowings were repaid. 42 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
19. Loans and borrowings continued
The main terms of the bank loans are:
Bank
Loan 
name
Interest
rate Term
Final
payment
Loan
value
NatWest General 3.75% over base 3 years May 2017 25
CIT SAP 11.65% 3 years September 2017 29
Other loans Loan notes 10.00% 3 years December 2019 300
354
The loan notes are secured on the trade and other debtors of the Group’s principal trading entities, 21
st
 Century Fleet Systems Limited 
and 21
st
 Century Passenger Systems Limited.
£60,000 of the loan notes in aggregate were provided by three of the Group’s Directors: Russ Singleton, Mark Elliott and James Cumming 
(the "Lending Directors"). The Lending Directors are related parties of the Company pursuant to the AIM Rules for Companies.
The Independent Director of 21
st
 Century at the time the loan notes were issued, being the Company’s then Finance Director, Glenn Robinson, 
considered, having consulted with the Company’s nominated adviser finnCap Limited, that the terms of the loan notes and the related security 
documentation between the Company and the Lending Directors were fair and reasonable insofar as the Company’s shareholders were concerned.
20. Current tax asset
2016
£’000
2015
£’000
Corporation tax asset — 74
21. Provisions
Warranty
£’000
Other
£’000
Total 
£’000
Balance at 1 January 2016 1,244 — 1,244
Charged 325 175 500
Utilised (458) — (458)
Movement in the year (133) 175 42
Balance at 31 December 2016 1,111 175 1,286
Included in current liabilities 430 175 605
Included in non-current liabilities 681 — 681
1,111 175 1,286
The warranty provision represents management’s best estimate of the Group’s liability for warranties granted on products sold based on 
past experience and industry averages for defective products. The warranty provision is expected to be fully utilised by 31 December 2021.
The other provision represents management’s best estimate of the Group’s restructuring costs agreed in December 2016. The provision 
is expected to be fully utilised by 31 December 2017.
22. Financial instruments
Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to 
stakeholders through the optimisation of debt and equity balances. The capital structure of the Group at the year end consisted of cash and 
cash equivalents, loans and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings.
The Group maintains or adjusts its capital structure through the payment of dividends to shareholders, the issue of new loans, loan repayments, 
the issue of new shares and the buy-back of existing shares.
The Group’s overall capital risk management strategy remains unchanged from the prior year.
Note 23 to the financial statements provides details regarding the Company’s share capital and movements in the year. There were no breaches 
of any requirements with regard to any relevant conditions imposed by the Company’s Articles of Association during the periods under review. 21
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Overview Strategic report Governance Financial statements
22. Financial instruments continued
Gearing
Net cash/(debt) was £157,000 at 31 December 2016 (2015: £852,000). Net cash/(debt) is defined as cash and cash equivalents less 
short-term and long-term borrowings.
Significant accounting policies
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the 
basis on which income and expenses are recognised in respect of each class of financial asset, financial liability and equity instrument are 
disclosed in note 2 to the financial statements.
Categories of financial instruments
Carrying value
2016
£’000
2015
£’000
Financial assets
Loans and receivables (including cash and cash equivalents):
Trade receivables 2,480 3,574
Other receivables 962 773
Cash and cash equivalents 511 1,010
3,953 5,357
Financial liabilities
Other financial liabilities held at amortised cost:
Trade payables 1,561 1,319
Other payables 27 4
Accruals 1,225 1,326
Loans and borrowings 354 158
3,167 2,807
The Directors consider that the carrying amount of the financial assets approximates their fair value and represents the maximum exposure 
to credit risk.
The Directors consider that the carrying amount of the financial liabilities approximates to their fair value.
Financial risk management objectives
The Group’s approach to managing financial risk is described in the Directors’ Report.
Market risk
The Group’s activities expose it to the financial risks of changes in foreign currency exchange rates. The Group enters into foreign exchange 
forward contracts to hedge the exchange rate risk arising on the purchase of inventory and sales denominated in foreign currency.
Foreign currency risk management
The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise.
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows:
Liabilities Assets
2016
£’000
2015
£’000
2016
£’000
2015
£’000
Swedish Krona 5 — 376 461
Euro — 1 250 169
US Dollar 8 4 28 4
At the year end the Group was exposed to fluctuations in Swedish Krona, Euro and US Dollar against Sterling. The following table details 
the Group’s sensitivity to a 10% increase or decrease in Sterling against the relevant foreign currencies. 10% represents management’s 
assessment of a reasonably possible change in foreign currency exchange rates. 44 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
22. Financial instruments continued
Foreign currency risk management continued
The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period 
end for a 10% change in foreign currency rates. A negative number below indicates a decrease in profit where Sterling strengthens against 
the relevant currency. For a 10% weakening in Sterling against the foreign currency, there would be an equal and opposite impact on the profit.
2016
£’000
2015
£’000
Swedish Krona loss (37) (46)
Euro loss (25) (17)
US Dollar loss (2) —
Periodically, the Group enters into forward exchange contracts to cover its exposure to fluctuations in foreign currency exchange rates. 
Typically, the Group will purchase or sell foreign currency between three and six months forward to cover anticipated transactions in the period. 
These contracts are not designated in a hedge accounting relationship and are classified as held for trading. No forward foreign currency 
contracts were outstanding at the year end (2015: nil).
Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. The Group 
has adopted a policy of only extending credit to creditworthy counterparties, and obtaining collateral where appropriate, as a means of 
mitigating risk of financial loss from defaults. The Group obtains credit checks from independent rating agencies and other publicly available 
financial information to rate its customers. The Group’s exposure and credit ratings of its counterparties are continuously monitored. Credit 
exposure is controlled by counterparty credit limits that are reviewed and approved by the credit control team. 
The credit risk within construction contracts is managed in the same way. The credit risk management of other receivables, where material, 
if not covered above, is handled on a case-by-case basis.
The Group has significant credit risk exposure to several single counterparties. Note 15 to the financial statements gives details of counterparties 
with balances in excess of 5% of total trade receivables at the year end.
Liquidity risk management
Responsibility for liquidity risk management rests with the Board of Directors. The Group manages liquidity risk by continuously monitoring 
forecast and actual cash flows and maintaining adequate banking facilities. At 31 December 2016, the Group had no overdraft facility (2015: £nil). 
As at 31 December 2016, the net bank balance, cash less overdraft, was £511,000 (2015: £1,010,000) and there were no undrawn facilities 
expiring within one year (2015: £nil). At 31 December 2016, the Group has £300k (2015: £nil) of loan notes and an unused invoice discounting 
facility with MarketInvoice for £400k (2015: £nil).
Maturity of financial liabilities
The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities. The maturity of financial 
liabilities table has been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the 
Group can be required to pay.
2016
£’000
2015
£’000
In one year or less 2,000 1,831
In one to two years 300 56
23. Share capital
Called up share capital
2016
£’000
2015
£’000
Allotted, called up and fully paid:
93,239,755 Ordinary Shares of 6.5p each (2015: 93,239,755 Ordinary Shares of 6.5p each) 6,061 6,061 21
st
 Century Technology plc Annual Report and Financial Statements 2016 45
Overview Strategic report Governance Financial statements
23. Share capital continued
Share options
The Company operates two EMI share option schemes for employees and Directors of the Group. Individual options have an exercise 
price of the market value at date of grant or the nominal value if higher. The minimum vesting period is three years from date of grant. 
All options are settled in equity, automatically lapse ten years after the date of grant and generally lapse if an option holder ceases 
to be a Group employee. There are no performance conditions associated with the current options.
As at 31 December options under these schemes, including those held by Directors, were outstanding over:
2016 2015
Options
Weighted
average
exercise
price Options
Weighted
average
exercise
price
Outstanding at beginning of year 8,142,308 6.6p 7,842,308 6.6p
Issued during the year — — 300,000 6.5p
Lapsed during the year (150,000) 12.5p — —
Outstanding at end of year 7,992,308 6.5p 8,142,308 6.6p
Exercisable at end of year 7,692,308 6.5p 150,000 12.5p
The aggregate charge recognised in the Group financial statements in the year was £103,000 (2015: £129,000), all of which was recognised 
in a subsidiary entity’s results.
Directors’ interests in share options
Details of options held by Directors over the Company’s Ordinary Shares of 6.5p are set out below:
As at
31 December
2015
Issued
in the year
As at
31 December
2016
Exercise
price
Date
from which
exercisable
Expiry
date
The 2004 EMI Scheme issue 3 
R C Singleton 3,846,154 — 3,846,154 6.5p 10/10/2016 10/10/2023
G Robinson 3,846,154 — 3,846,154 6.5p 10/10/2016 10/10/2023
The market price of the Company’s shares at the end of the financial year was 2.63p (2015: 4.38p) and the range of market prices during 
the year was 1.50p to 5.00p (2015: 4.25p to 6.38p). The weighted average remaining life of all share options outstanding at 31 December 2016 
is six years and ten months (31 December 2015: seven years and nine months).
For those options granted after 7 November 2002, the Black Scholes model has been used to calculate the charge to the statement 
of comprehensive income. The inputs into the model are as follows:
Option type Grant date
Exercise 
price
(pence)
Share price
on grant 
date
(pence)
Expected 
term 
(years)
Vesting
period
(years)
Option life
(years)
Expected
volatility
Risk free
rate
EMI 10/10/2013 6.5 5.62 5 3 10 144% 2.74%
EMI 12/10/2015 6.5 4.38 5 3 10 146% 1.82%
No dividend yield has been assumed for any of the above options and none of the share options’ performance conditions are linked 
to the market price of the Company’s shares.
Expected volatility was determined by calculating the historical volatility of the Company’s share price over the time commensurate with the 
award term immediately prior to the date of grant (i.e. five years). Given the lack of past option award exercise data for the Company’s 
share-based awards, management has assumed an expected term equal to five years for option awards with ten-year terms (a typical 
average input for a ten-year option scheme). 46 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
23. Share capital continued
Employee Shareholder Plan
On 15 February 2015, the 21
st
 Century Technology Employee Shareholder Plan (the “Plan”) was implemented following approval 
at a general meeting of the Company. Details of the B Ordinary Shares of 0.1p in the capital of 21
st
 Century Fleet Systems Limited 
(formerly 21
st
 Century Technology Solutions Limited) (“Shares” and “Solutions”, respectively) are set out below:
The Shares carry the right for the holder, to require the holder(s) of A Ordinary Shares, jointly and severally, in Solutions to acquire the Shares 
(the “Put Option”). The option may be exercised:
(a) at the discretion of the Executive where a compulsory share transfer event occurs (such as a cessation of employment); and
(b)  if (i) not less than three years nor more than ten years have elapsed since the Shares were acquired; and (ii) the share price 
of Ordinary Shares in the capital of the Company (or such other company as may then be the parent company of Solutions) 
is not less than 7.0p per share.
The price per Share payable under the Put Option shall be equal to the amount by which the market capitalisation of the Company 
(as determined by the middle-market price of the Company’s shares averaged over the last ten dealing days preceding the valuation date) 
exceeds £6,060,585, divided by the total number of issued shares in the capital of Solutions.
The price may be settled, at the discretion of the Company, in cash or by the issue or transfer of such number of Ordinary Shares in the 
Company to the relevant value, calculated by reference to the middle-market price of the Company’s shares averaged over the last ten 
dealing days preceding the valuation date. Should the Company exercise its discretion described above and issue the Executives with 
Ordinary Shares in the Company in exchange for the Shares in Solutions, the Executives’ holdings in the Company would represent, following 
the same allotment, 12% of the fully diluted share capital of the Company.
Directors’ interests in the Employee Shareholder Plan
As at
31 December
2015
Issued
in the year
As at
31 December
2016
Exercise
price
Date
from which
exercisable
Expiry
date
21
st
 Century Technology Employee Shareholder Plan
R C Singleton 100 — 100 7.0p 13/02/2018 13/02/2025
G Robinson 55 — 55 7.0p 13/02/2018 13/02/2025
Although the employee shares awarded under the Plan are not strictly share options, they have the same characteristics as premium-priced 
share options. Accordingly, the Plan is accounted for in accordance with IFRS 2 ‘Share-based Payment’ using a Black Scholes option pricing 
model to give a proxy for the fair value of the services provided by the Executives, the key inputs to which are:
Option type Grant date
Exercise
price
(pence)
Share price
on grant
date
(pence)
Expected 
term 
(years)
Vesting
period
(years)
Option life
(years)
Expected
volatility
Risk free
rate
Employee Shareholder Plan 13/02/2015 6.5 4.88 5 3 10 139% 1.68%
No dividend yield has been assumed for any of the above options and none of the share options’ performance conditions are linked to the 
market price of the Company’s shares.
The aggregate charge recognised in the Group financial statements in the year was £220,000 (2015: £194,000), all of which was recognised in 
a subsidiary entity’s results.
24. Financial commitments
At 31 December 2016, the Group had total commitments under non-cancellable operating leases as follows:
Land and buildings Plant and equipment
2016
£’000
2015
£’000
2016
£’000
2015
£’000
Due within one year 104 139 48 101
Due between two and five years 320 192 68 59
Due over five years 373 — — —
797 331 116 160
The majority of the plant and equipment operating leases are in respect of car and van leases, which are negotiated for a term of three years. 21
st
 Century Technology plc Annual Report and Financial Statements 2016 47
Overview Strategic report Governance Financial statements
25. Reconciliation of operating loss to net cash outflow from operating activities
2016
£’000
2015
£’000
Loss for the year (2,303) (4,825)
Adjustments for:
– Finance income 11 11
– Goodwill impairment — 4,318
– Income tax credit — (55)
– Profit on disposal of fixed assets 4 (4)
– Deferred tax (credit)/charge (13) 65
– Depreciation of property, plant and equipment 107 114
– Amortisation of intangible fixed assets 295 143
– Share-based payment expense 323 323
– Foreign exchange rate (32) 116
– Acquisition costs — 116
– Increase in provisions 42 132
Operating cash flows before movement in working capital (1,566) 454
Increase in inventories (428) (38)
Decrease/(increase) in receivables 1,026 (1,506)
Increase in payables 551 596
Cash outflow from operations (417) (494)
Income taxes (paid)/received (7) 7
Interest paid (11) (11)
Net cash outflow from operating activities (435) (498)
26. Related party transactions
Payments to key management personnel are included in note 5.
Loan notes issued in December 2016 are included in note 19.
There are no other related party transactions.
Subsidiaries
Transactions between the Company and its subsidiaries are eliminated on consolidation and therefore not disclosed.
27. Business combinations
There were no acquisitions during the year. During the year ended 31 December 2015, 21
st
 Century Fleet Systems Limited acquired the 
entire issued share capital of Region Consultants Limited, Region Services Limited and RSL Cityspace Limited (together the “RSL Group”). 
Total consideration for the acquisition of RSL Group was £1.3m and was satisfied with £1.1m in cash and a three-year loan note of £0.2m 
bearing interest at 6%. During due diligence on the acquisition it was apparent that RSL Group had no formal stock control systems and 
inadequate controls on revenue recognition and cost accruals. Subsequent to the year end a warranty claim was agreed against the management 
accounts balance sheet warranty in the share purchase agreement, reducing the price paid by £290k, which was satisfied by cancelling 
the loan note and the £90k balance in cash. These amounts were adjusted in the presentation of the 2015 accounts.
The effects of the acquisition of RSL Group on revenues and profit are fully analysed in the segmental reporting note 4 to the financial 
statements since the Passenger Systems segment is the RSL Group. It is not possible to accurately estimate the revenue and profit or loss 
of RSL Group as though the acquisition date had been as of the beginning of the annual reporting period as the accounting records and 
policies are not adequate to produce materially accurate accounts for the period prior to acquisition. 48 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
27. Business combinations continued
The fair value of the assets and liabilities and the associated goodwill arising from the acquisition are as follows:
Fair value
£’000
Other intangible assets 946
Property, plant and equipment 71
Inventories 193
Trade and other receivables 1,745
Cash and cash equivalents 317
Loans and borrowings (241)
Trade and other payables (1,250)
Deferred tax liability (65)
Deferred income (2,051)
Net liabilities acquired (335)
Goodwill 1,345
Total consideration 1,010
Satisfied by:
Cash 1,010
28. Reorganisation costs
2016
£’000
2015
£’000
Passenger Systems 124 56
Fleet Systems 410 —
534 56
Current year reorganisation costs relate to restructuring programmes arising during the year, the disposal of the Group’s leased premises 
in Croydon, and the December 2016 agreed restructuring programme.
All exceptional items relate to administrative expenses.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued
for the year ended 31 December 2016 21
st
 Century Technology plc Annual Report and Financial Statements 2016 49
Overview Strategic report Governance Financial statements
Independent auditor’s report to the members of 21
st
 Century Technology plc
We have audited the parent company financial statements of 21
st
 Century Technology plc for the year ended 31 December 2016 which comprise 
the Company Statement of Financial Position, Company Statement of Changes in Equity and the related notes. The financial reporting framework 
that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted 
Accounting Practice) including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’.
Respective responsibilities of Directors and auditor
As explained more fully in the Statement of Directors’ responsibilities set out on pages 19 and 20, the Directors are responsible for the preparation 
of the financial statements and for being satisfied that they give a true and fair view.
Our responsibility is to audit and express an opinion on the parent company financial statements in accordance with applicable law and 
International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical 
Standards for Auditors. This report is made solely to the Company’s members as a body in accordance with Chapter 3 of Part 16 of the 
Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required 
to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the Company and the Company’s members as a body for our audit work, for this report, or for the 
opinions we have formed.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements is provided on the Financial Reporting Council’s website 
at www.frc.org.uk/auditscopeukprivate.
Opinion on financial statements
In our opinion the parent company financial statements:
 - give a true and fair view of the state of the Company’s affairs as at 31 December 2016 and of the Company’s profit for the year then ended;
 - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice including Financial Reporting 
Standard 101 ‘Reduced Disclosure Framework’; and
 - have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006 
In our opinion, based on the work undertaken in the course of the audit:
 - the information given in the Strategic Report and the Directors’ Report for the financial year for which the financial statements are 
prepared is consistent with the financial statements; and
 - the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified 
material misstatements in the Strategic Report or the Directors’ Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
 - adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited 
by us; or
 - the Company financial statements are not in agreement with the accounting records and returns; or
 - certain disclosures of Directors’ remuneration specified by law are not made; or
 - we have not received all the information and explanations we require for our audit.
Other matter
We have reported separately on the Group financial statements of 21
st
 Century Technology plc for the year ended 31 December 2016.
William Neale Bussey (Senior Statutory Auditor) 
for and on behalf of Mazars LLP
Chartered Accountants and Statutory Auditor
Tower Bridge House
St Katharine’s Way
London E1W 1DD
25 May 2017
AUDITOR’S REPORT
on the parent company financial statements 50 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
Notes
2016
£’000
2015
£’000
Assets
Non-current assets
Property, plant and equipment 3 19 —
Investment in subsidiaries 4 6,958 2,405
6,977 2,405
Current assets
Other debtors 15 4
Cash and cash equivalents 77 1
92 5
Total assets 7,069 2,410
Liabilities
Current liabilities
Amounts owed to Group undertakings 5 (1,480) (1,792)
Other creditors and accruals (12) (28)
(1,492) (1,820)
Net current liabilities (1,400) (1,815)
Non-current liabilities
Loans and borrowings 6 (300) —
Total liabilities (1,792) (1,820)
Net assets 5,277 590
Shareholders’ equity
Share capital 7 6,061 6,061
Share premium account 8 8
Merger reserve 1,001 1,001
Retained earnings (1,793) (6,480)
Shareholders’ funds 5,277 590
The financial statements were approved by the Board of Directors and authorised for issue on 25 May 2017 and were signed on its behalf by:
M W Elliott  R C Singleton
Non-executive Chairman Chief Executive
 
Registered number: 2974642
The notes on pages 52 to 56 form part of these parent company financial statements.
COMPANY STATEMENT OF FINANCIAL POSITION
at 31 December 2016 21
st
 Century Technology plc Annual Report and Financial Statements 2016 51
Overview Strategic report Governance Financial statements
Share 
capital
£’000
Share 
premium
£’000
Merger
reserve
£’000
Retained 
earnings
£’000
Total equity
shareholders’
funds
£’000
Balance at 1 January 2015 6,061 8 1,001 (793) 6,277
Loss and total comprehensive income for the year — — — (6,010) (6,010)
Share-based payments — — — 323 323
Balance at 31 December 2015 6,061 8 1,001 (6,480) 590
Profit and total comprehensive income for the year — — — 4,364 4,364
Share-based payments — — — 323 323
Balance at 31 December 2016 6,061 8 1,001 (1,793) 5,277
The notes on pages 52 to 56 form part of these financial statements.
COMPANY STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2016 52 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
1. Significant accounting policies applied to the individual entity financial statements of the Company
Statement of compliance
The separate financial statements of the Company are presented in accordance with Financial Reporting Standard 101 ‘The Reduced 
Disclosure Framework’. They have been prepared under the historic cost convention, except financial instruments and share options, which 
have been prepared in accordance with IAS 39 and IFRS 2 respectively. The principal accounting policies adopted in the preparation of these 
financial statements are set out below. These policies have been applied consistently throughout the year.
The results and financial position of the Company are expressed in Sterling (‘£’). The numbers in the financial statements are rounded 
in £’000 for presentation purposes.
This Company is included in the consolidated financial statements of 21
st
 Century Technology plc for the year ended 31 December 2016. 
These accounts are available from the registered address of the Company.
Disclosure exemptions applied
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101, 
paragraph 8:
(i)  The requirement of IFRS 7 ‘Financial Instruments: Disclosures’ relating to the disclosure of financial instruments and the nature and 
extent of risks arising from such instruments;
(ii) The applicable requirements of IAS 36 ‘Impairment of Assets’ relating to the disclosures of estimates used to measure recoverable amounts;
(iii)  The applicable requirements of IAS 1 ‘Presentation of Financial Statements’ relating to the disclosure of comparative information in 
respect of the number of shares outstanding at the beginning and end of the year (IAS 1.79a, iv), the reconciliation of the carrying 
amount of property, plant and equipment (IAS 16.73e) and the reconciliation of the carrying amount of intangible assets (IAS 38.118e);
(iv)  The requirement of IAS 1 ‘Presentation of Financial Statements’ paragraphs 134 to 136 relating to the disclosure of capital management 
policies and objectives;
(v)  The requirements of IAS 7 ‘Statement of Cash flows’ and IAS 1 ‘Presentation of Financial Statements’ paragraph 10(d), 111 relating 
to the presentation of a Cash Flow Statement;
(vi)  The requirements of paragraph 45(b) and 45-52 of IFRS 2 Share based payments because the share based payment arrangement 
concerns instruments of a group entity.
Basis of preparation
The preparation of financial statements in conformity with international financial reporting standards requires the use of estimates and 
assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of 
revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of the amount, 
event or actions, actual results may differ from those estimates. The significant judgement made by management in applying the Company’s 
accounting policies and the key sources of estimation uncertainty were:
(i) Note 4 -Investments in subsidiaries 
Determining whether investments are impaired requires an estimation of the value in use of the cash generating units to which the investments 
relate. The value-in-use calculation requires the Company to estimate future cash flows expected to arise from the cash generating unit at a 
suitable discount rate in order to calculate the present value. A discount rate of 14–16% is applied to the cash flow forecasts from the most 
recent financial budgets and long-term plans which are extrapolated in perpetuity assuming no growth beyond five years.
Going concern
The Company is dependent on the performance of the Group. The Group’s business activities, together with factors likely to affect its future 
development, performance and position, are set out in the Strategic Report along with the principal risks and uncertainties. 
The Group’s net underlying loss for the year was £1,397k (2015: underlying profit £52k). As at 31 December 2016 the Group had net current 
liabilities of £392k (2015: net current assets £1,362k) and net cash reserves of £511k (2015: £1,010k). 
In 2016 the Directors identified a need to raise finance to cover liquidity issues pending the anticipated return of the Group to profitability 
and raised £300,000 from the issue of loan notes in December 2016 and arranged a £400,000 invoice discounting facility. Current trading is 
in line with management forecasts and restructuring efforts are substantially complete. 
The Directors have prepared Group cash flow projections for the period to 30 June 2018 based on latest forecasts that show that the Group 
will be able to operate within the Group current funding resources. It is important that we achieve sales forecasts and the profile of cash receipts. 
As with all businesses there are particular times of the year where our working capital requirements are at their peak. However the Group is 
well placed to manage business risk effectively and the Board reviews the Group’s performance against budgets and forecasts on a regular 
basis to ensure action is taken when needed.
These projections indicate that the Group will operate within available facilities throughout the projection period and therefore based on 
these projections, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational 
existence for the foreseeable future and for at least twelve months from the date of these financial statements. The Directors therefore 
continue to adopt the going concern basis in preparing the financial statements. 
Investments 
Fixed asset investments in subsidiaries are shown at cost less provision for impairment.
NOTES TO THE COMPANY FINANCIAL STATEMENTS
for the year ended 31 December 2016 21
st
 Century Technology plc Annual Report and Financial Statements 2016 53
Overview Strategic report Governance Financial statements
1. Significant accounting policies applied to the individual entity financial statements of the Company continued
Financial instruments
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with maturity of less than or equal to three months and are measured 
on initial recognition at their fair value and subsequently at amortised cost.
Loans and receivables and other financial liabilities
Trade receivables and trade payables are measured on initial recognition which is the trade date, at fair value, and are subsequently 
measured at amortised cost using the effective interest rate method. Appropriate allowances for estimated irrecoverable trade receivables 
are recognised in the statement of comprehensive income when there is objective evidence that the asset is impaired.
Loans are initially recognised at the fair value of the proceeds and are classified as current liabilities unless the Group has an unconditional 
right to defer settlement for at least one year after the balance sheet date.
Financial assets
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial 
asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated 
future cash flows of that asset.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount, 
and the present value of the estimated future cash flows discounted at the original effective interest rate.
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed 
collectively in groups that share similar credit risk characteristics.
An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. 
For financial assets measured at amortised cost the reversal is recognised in profit or loss.
Share capital and share premium
Ordinary Shares are classified as equity. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
Merger reserve
The merger reserve arose on a historical acquisition prior to 1 January 2015 and has been maintained under an FRS 101 transition exemption.
Impairment
Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. 
If any such condition exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. 
Where the asset does not generate cash flows that are independent from other assets, estimates are made of the recoverable amount of the 
cash generating unit (‘CGU’) to which the asset belongs.
Recoverable amount is the higher of fair value, less costs to sell, and value in use. In assessing value in use, estimated future cash flows are 
discounted to their present value using a discount rate appropriate to the specific asset or CGU and by comparing the internal rate of return 
generated by the cash flows to target return rates established by management. If the recoverable amount of an asset or CGU is estimated to 
be less than its carrying amount, the carrying value of the asset or CGU is reduced to its recoverable amount. Impairment losses are 
recognised immediately in the statement of comprehensive income.
In respect of assets other than goodwill, an impairment loss is reversed if there has been a change in the estimates used to determine the 
recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount 
that would have been determined, net of depreciation or amortisation, if that impairment loss had not been recognised. Impairment losses 
in respect of goodwill are not reversed.
2. Profit for the year
As permitted by Section 408 of the Companies Act 2006, the Company has elected not to present its own profit and loss account for the year. 
21
st
 Century Technology plc reported a profit for the financial year ended 31 December 2016 of £4,364,000 (2015: Loss of £6,010,000).
The Company has an unrecognised deferred tax asset of:
2016
£’000
2015
£’000
Tax losses 133 96
The auditor’s remuneration for the audit and other services is disclosed in note 7 to the Group financial statements.
The Directors’ remuneration is disclosed in note 5 to the Group financial statements. 54 21
st
 Century Technology plc Annual Report and Financial Statements 2016
Financial statements
NOTES TO THE COMPANY FINANCIAL STATEMENTS continued
for the year ended 31 December 2016
3. Property, plant and equipment
2016 movements
Leasehold
improvements
£’000
Plant and
equipment
£’000
Total
£’000
Cost
At 1 January 2016 — — —
Additions 12 7 19
At 31 December 2016 12 7 19
Depreciation
At 1 January 2016 — — —
Charge for the year — — —
At 31 December 2016 — — —
Net book amounts
At 31 December 2016 12 7 19
At 31 December 2015 — — —
4. Investments in subsidiaries
Interests in Group undertakings
2016
£’000
2015
£’000
Cost
At 1 January 27,367 27,409
Disposals — (42)
At 31 December 27,367 27,367
Amounts provided
At 1 January (24,962) (19,162)
Reversal of impairment/(impairment) 4,553 (5,800)
At 31 December (20,409) (24,962)
Net book amounts 6,958 2,405
The Group tests investments annually for impairment as at 31 December, or more frequently if there are indications that investments might 
be impaired. The 2015 impairment charge relates to the investment in 21
st
 Century Fleet Systems Limited (formerly 21
st 
Century Technology 
Solutions Limited), as explained in note 10 of the Group financial statements, which operates the Fleet Systems segment and owns 
Passenger Systems.
The assessment is based on the net assets of the Group combined with the net present value of the cash flow projections for Fleet Systems 
and Passenger Systems based on financial budgets and business plans approved by the Directors covering a five-year period. Cash flows 
beyond that period have been extrapolated in perpetuity assuming no growth, which the Directors consider to be a conservative approach.
The key assumptions for the calculations are those regarding discount rates and sales forecasts.
The discount rates are as follows:
2016
%
2015
%
Fleet Systems 16 16
Passenger Systems 14 14
The discount rates used are based on the Board’s judgement considering macroeconomic factors and reflecting specific risks in each 
segment such as the nature of the market served, the concentration of customers, cost profiles and barriers to entry.
The Passenger Systems cash flow projections are described in detail in Note 10 to the Group Accounts. The value-in-use calculation 
supports the carrying value of the CGU with headroom of £116k. The sensitivity analysis based on a reduction of 5% points in the growth 
rate in 2018 to 17% produced an impairment charge of £713k.
The Fleet Systems cash flow projections are based upon assumptions of sales, margins and cost bases. Of these assumptions the calculation 
is most sensitive to the level of sales. Margins are fixed in the forecast and based upon past experience; the cost base is similarly based 
upon past experience but also takes into account savings from restructuring and will vary depending upon the level of sales. In accordance 
with the requirements of IAS 36 our calculations do not include cash flows from restructurings to which the Group is not yet committed. 21
st
 Century Technology plc Annual Report and Financial Statements 2016 55
Overview Strategic report Governance Financial statements
4. Investments in subsidiaries continued
Sales have been determined by management using estimates based upon past experience and future performance with reference to market 
position and the sales pipeline. The sales levels in 2017 are supported by long term framework agreements with key customers, actual performance 
in 2017 to date and a strong order book going forward, 2018 represents a 21% increase and the next three years are based upon compound 
sales growth of 5%. However, given the difficulties experienced in the past in achieving sales forecasts in Fleet Systems the Directors have 
risk-adjusted the forecast to reduce the projected sales growth rate in 2018 to 10.3% and in the subsequent three years to 2.5%. This calculation 
produces a net present value for the CGU of £6,443k.
A sensitivity analysis has been performed on the Fleet Systems calculation. The Directors consider that an absolute change in the key sales 
assumption is possible and a reduction of 5% points in the growth rate in 2018 to 5.3% would result in a £1,131k reduction in the value-in-use 
of the CGU.
Combining the net assets of the Group with the net present value of the cash flow projections of Fleet Systems and Passenger Systems 
produces an estimated investment value-in-use of £6,953k for 21
st
 Century Fleet Systems Ltd. This results in a reversal of impairment 
of £4,553k. Combining the sensitivity analyses for Fleet Systems and Passenger Systems as described above would result in a £1,844k 
reduction in the investment value. 
Subsidiary undertakings
Details of the Company’s subsidiary undertakings at 31 December 2016 are as follows:
Name of undertaking Nature of business
Country of
 incorporation
Direct subsidiaries
21
st
 Century Fleet Systems Limited Sale and installation of CCTV and other monitoring devices UK
21
st
 C. Scandinavia AB CCTV installation and project management Sweden
21
st
 Century Crime Prevention Services Ltd Dormant UK
21
st
 Century Technology Group Ltd Dormant UK
Bridge Alert Ltd Dormant UK
Ecomanager Ltd Dormant UK
Integrated Technologies (International) Ltd Dormant UK
Laserline (UK) Limited Dormant UK
Second Base Systems Ltd Dormant UK
Secure Microsystems Ltd Dormant UK
ServiceManager Ltd Dormant UK
Sextons Group Ltd Dormant UK
Toad Innovations Ltd Dormant UK
Toad Ltd Dormant UK
21
st
 Century Integrated Systems Limited Holding company of Region Services Group UK
Name of undertaking Nature of business
Country of
 incorporation
Indirect subsidiaries
21
st
 Century Passenger Systems Limited Sale, manufacture and installation of passenger systems UK
RSL Cityspace Limited Sale and service of information kiosks UK
RSL Street Net Limited Dormant UK
Cityspace Limited Dormant UK
All subsidiaries are wholly owned except the 70%-owned Integrated Technologies (International) Ltd. All UK subsidiaries registered office 
address is the same as the Company; 12 Charter Point Way, Ashby-de-la-Zouch LE65 1NF.
21
st
 C. Scandinavia AB registered office is at Varuvägen 9, 125 30 Älvsjö, Sverige.
5. Amounts owed to Group undertakings
The amounts owed to Group undertakings are repayable upon demand. 56 21
st
 Century Technology plc Annual Report and Financial Statements 2016
CORPORATE INFORMATION
Directors
Non-executive Chairman
M W Elliott
Non-executive Director
J Cumming
Executive Directors
R C Singleton 
N Lowe
Company Secretary
N Lowe
Auditor
Mazars LLP
Tower Bridge House 
St Katharine’s Way 
London 
E1W 1DD
Bankers
NatWest Bank 
Carlyle House 
Carlyle Road 
Cambridge  
CB4 3DH
Solicitors
Ashurst
Broadwalk House 
5 Appold Street 
London  
EC2A 2HA
Registered office
12 Charter Point Way 
Ashby-de-la-Zouch 
LE65 1NF
Nominated adviser, financial adviser 
and broker
finnCap Limited
60 New Broad Street 
London 
EC2M 1JJ
Registrars
Capita Asset Services
The Registry 
34 Beckenham Road 
Beckenham 
Kent 
BR3 4TU
6. Loans and borrowings
2016 2015
Current
£’000
Non-current
£’000
Total
£’000
Current
£’000
Non-current
£’000
Total
£’000
Other loan notes — 300 300 — — —
— 300 300 — — —
The fair value of the loans and borrowings is not substantially different from the carrying value.
During the year, £300,000 (2015: £nil) of loans and borrowings were issued.
The main terms of the bank and other loans are:
Loan
name
Interest
rate
% Term
Final
payment
Loan
value
£’000
Other loans Loan Notes 10.00 3 years December 2019 300
The loan notes are secured on the trade and other debtors of the Group’s principal trading entities, 21
st
 Century Fleet Systems Limited 
and 21
st
 Century Passenger Systems Limited.
£60,000 of the loan notes in aggregate were provided by three of the Group’s Directors: Russ Singleton, Mark Elliott and James Cumming 
(the "Lending Directors"). The Lending Directors are related parties of the Company pursuant to the AIM Rules for Companies.
The Independent Director of 21
st
 Century at the time the loan notes were issued, being the Company’s then Finance Director, Glenn Robinson, 
considered, having consulted with the Company’s nominated adviser finnCap Limited, that the terms of the loan notes and the related security 
documentation between the Company and the Lending Directors were fair and reasonable insofar as the Company’s shareholders were concerned.
7. Share capital
Called up share capital
2016
£’000
2015
£’000
Allotted, called up and fully paid:
93,239,755 Ordinary Shares of 6.5p each (2015: 93,239,755 Ordinary Shares of 6.5p each) 6,061 6,061
NOTES TO THE COMPANY FINANCIAL STATEMENTS continued
for the year ended 31 December 2016  21
st
 Century Technology plc
12 Charter Point Way
Ashby-de-la-Zouch
LE65 1NF
United Kingdom
www.21stplc.com
+44 (0)844 871 7990
21
st
 Century Technology plc Annual Report and Financial Statements for the year ended 31 December 2016