Annual Report
2023
Doctor Care Anywhere Group PLC
(Company Number 08915336)
(ARBN 645 163 873)
Our Vision:
To be the primary care provider of
choice for digital healthcare.
Our Purpose:
To provide quality care to patients
by offering 24/7 access to clinical
services 365 days a year.
2 Doctor Care Anywhere | Annual Report 2023
Contents
Strategic Report
Chair and CEO’s Letter
Section 172 Statement
Operating and Financial Review
Clinical Risk Review
Report of the Directors
Directors’ Report
Corporate Governance statement
Appendix A
Remuneration and Nominations Committee Chair’s Letter
Remuneration Report
Directors’ Declaration
Directors’ Responsibility Statement
Financial Statements
Financial Statements
Independent Auditor’s Report
Shareholder Information
Corporate Directory
6
10
12
19
21
29
40
44
45
52
53
54
90
96
98
Doctor Care Anywhere | Annual Report 2023 3
Executive Summary
Services overview
Efficient workforce utilisation to treat a wide range of conditions at scale
Patient
Comes to DCA for healthcare need
MyHealth
Health and wellbeing toolkit
Health Navigator
Assigns patient to most appropriate treatment pathway
Virtual GP
Access to GPs within
4-8 hours, 24 hours
a day, 7 days a week
Virtual Nurses
Treatment by Advanced
Treatment by Advanced
Nurse Practitioners for
Nurse Practitioners for
conditions not requiring a GP
conditions not requiring a GP
(for release in Q2 2023)
=(for release in Q2 2023)
Diagnostic tests
If required, diagnostic tests (i.e., MRI, x-ray,
bloods) can be arranged with 3rd parties
Specialist review
Review of diagnostic test results,
advising on treatment plan
For patients
Faster access
Better clinician
outcomes
For payors
Differentiated model
Cost savings
Transparency
Better clinician
outcomes
For healthcare
professionals
Convenience and
flexibility
Training and support
For Doctor Care Anywhere
Ability to treat broad
range of health conditions
Efficient utilisation
of clinicians
4 Doctor Care Anywhere | Annual Report 2023
FY23 results overview
£38.5m
Revenue (A$72.6m)
+31% on FY22
730,600
consultations
delivered
+19% on FY22
535,000
consultations
delivered to
returning patients
Demonstrating quality and
retention value of service
EBITDA loss
reduced to
£5.9m
(A$11.1m)
66% Reduction on FY22
46.0%
Gross Profit Margin
Up 4ppt on FY22, showing
benefit of implementing
Mixed Clinical Workforce
Doctor Care Anywhere | Annual Report 2023 5
6 Doctor Care Anywhere | Annual Report 2023
Chair’s Letter
A year of growth and progress
2023 was a challenging environment for early-stage technology businesses, with capital scarce and valuations much
reduced. In this environment it has been particularly important for DCA to focus on delivering change, reducing
losses and sourcing new capital to provide a solid platform for growth.
With that in mind, it is very pleasing to report continued growth and good operational and financial performance, and
our Convertible Loan Note financing (completed in January 2024). The Company has implemented a major change in
operating model with the introduction of Mixed Clinical Workforce, improving clinician capacity and reducing cost to
serve, and continued to strengthen our technology platform, on which our clinicians successfully delivered over 730,000
consultations in 2023. Our patients continued to value our service, as evidenced by excellent net promoter scores and
high levels of repeat patients, and our employee engagement has risen strongly, reflecting the improving performance
and culture of the business.
The Company exited the year having met all market financial guidance.
Corporate changes
In March 2023, Richard Dammery, Vanessa Wallace and
Simon Calver stepped down from the Board having served
the Company diligently since before the Company’s listing.
As a result, DCA’s Board is now fully UK domiciled, consistent
with the Company’s stated aim of being UK focused. This
was followed in July by the appointment of Dr. Aleksandra
(“Ola”) Spencer as an independent Non-Executive Director,
completing the Board restructure and ensuring a wide range
of executive and health sector experience on the Board.
Ben Kent joined as interim CEO in February 2023 and has
led the Company through this successful year. The Board
was pleased to appoint Ben as permanent CEO in March
2024, to lead DCA through our next chapter of growth
and diversification.
DCA also changed auditors in the year, with Crowe U.K. LLP
being appointed in November 2023 following a competitive
tender process. Grant Thornton LLP have therefore resigned
as DCA’s auditors, however they will continue to provide tax
advisory services. Shareholder approval of this appointment
will be sought at the Annual General Meeting in April.
Looking forward to 2024
Progress made in 2023 puts DCA in a much stronger position
heading into 2024. We have a stronger balance sheet, are on a
clear path to profitability and are actively working to diversify
our clients and propositions in the year ahead.
The UK private healthcare market has grown strongly during
2023; private healthcare admissions for hospital care rose
by 7% year on year in the first nine months of 2023, and
the sector is expected to continue to grow in the medium
term due to an ageing population, ongoing pressure on the
UK’s National Health Service, and growing demand from
employers to support the health, wellbeing and productivity
of their workforce. All of this bodes well for our opportunity
to grow the business over the coming years, in our ambition
to be the UK’s leading private digitally enabled primary
care provider.
Finally, I would like to thank the team at DCA for all their
excellent work
improvement
in performance in 2023 could not have been achieved
without their diligence, hard work and professionalism.
The Company is in excellent hands going forward.
in 2023. The
impressive
John Stier
John Stier
Chair, Independent Non-Executive Director
27th March 2024
Doctor Care Anywhere | Annual Report 2023 7
CEO’s Letter
Overview
2023 has been a year of effective delivery for Doctor Care
Anywhere (“DCA”): we have implemented a new operating
model; our technology platform has reliably supported
significant volume growth; we have grown revenue and
gross margin and reduced our cost base; we have met all
our financial market guidance targets in 2023 and are on
track to achieve positive EBITDA in early 2024. We have also
strengthened our balance sheet with the Convertible Loan
Note issue, completed in January 2024. With our changing
contractual arrangements with AXA, we are actively
progressing the opportunity to extend our proposition and
expand our client base.
Operational Performance
We delivered good growth vs 2022 in all our key measures: we
grew activated lives to over 1 million (up 21%), and delivered
730,000 consultations (up 19%), generating revenue of £38.5
million (up 31%). Through growth, margin improvement and
cost reduction we have reduced our net losses from £22.0m
to £10.0m. We managed over 40,000 diagnostic referrals for
AXA members. Our technology platform was resilient and has
the capacity to support further growth over the coming years.
Change in operating model
In May 2023 we implemented an important change in our
operating model, with the introduction of Mixed Clinical
Workforce (MCW): DCA now offers consultations with both
GPs and ANPs (Advanced Nurse Practitioners). ANPs are
nurses who have undertaken a Master’s level degree in clinical
practice. They have the authority to make autonomous
decisions in the assessment, diagnosis and treatment of
patients with complex clinical issues. The launch of MCW
improves our clinician supply while reducing our average cost
to serve.
With the launch of MCW, we also introduced our Health
Navigator, new technology that guides patients to the
appropriate clinician and appointment length based on their
clinical need. This capability helps to enhance the patient
experience and manage our clinical resources effectively. We
are pleased that our Net Promoter Score (NPS) has averaged
over 75 throughout 2023, with patients rating their experience
with our new ANP colleagues equally as highly as our GP
workforce.
Care pathways
The Company made progress with
its secondary care
proposition, which integrates primary and secondary care
through the provision of GP consultations, diagnostic tests
and review of these tests by specialist consultants.
8 Doctor Care Anywhere | Annual Report 2023
Evolving our relationship
with AXA Health
DCA has been working with AXA Health since 2015; we
have developed a range of services to support AXA Health’s
members, and AXA Health has supported DCA’s development
both as its primary customer and, through the December 2022
Loan facility, as a provider of funds. During the second half of
the year, we revisited the contractual basis of our relationship
and the mutual exclusivity obligation on both parties, which
currently ensures that AXA Health uses only DCA’s services
for supply of virtual consultations to its members, but also
prevents DCA from offering its services to AXA Health’s
competitors.
We therefore agreed that DCA should have the opportunity to
diversify its client base and sources of revenue, so that it can
be a resilient long-term provider of high-quality healthcare
services to AXA Health. To support DCA’s continuing
development and diversification, in October 2023 AXA Health
and DCA agreed Heads of Terms to make the following changes
to their contractual relationship:
• DCA and AXA Health will remove their exclusivity
obligations so that DCA can provide its services to other
health benefits and healthcare providers (including other
private medical insurers and cashplan providers), while
ensuring that this does not compromise the quality and
availability of its service to AXA Health
• AXA Health confirmed its continuing commitment to DCA
as its provider of virtual primary care consultations, subject
to ongoing contractual rights
• DCA will continue to manage diagnostic referrals for AXA
Health members; but the joint venture structure will be
unwound.
• The existing contractual arrangements, through which
AXA Health and DCA share the benefits of managing
patients through a diagnostic pathway, will continue to
operate under the Master Services Agreement
• The Joint Venture Agreement will be terminated and
the joint venture company, Doctor at Hand Diagnostics
Limited (“JVCo”), will be wound up
• The intellectual property owned by JVCo (consisting
principally of the technology that enables diagnostic
referral pathway management) will be transferred to DCA
Following agreement of these Heads of Terms, DCA and
AXA Health are working together to finalise the detailed
amendments to be made to the Master Services Agreement,
Joint Venture Agreement, and Development Agreement, and
expect to conclude these contractual changes in the first half
of 2024.
This is an important change for the Company, as it provides
us with the opportunity to diversify our client base; in parallel,
we will strive to ensure that we continue to serve AXA with
quality and value, so that it has no incentive to engage with
other service providers.
Focus on the UK market
In July we completed the sale of the GP2U business to
Connected Medical Solutions Ltd, trading as My Emergency
Doctor (MED), for consideration of A$3.0m (£1.6m), of which
$0.5m was paid in cash and A$2.5m was paid in shares of the
acquiring company. While the business delivers valued health
services to Australian patients, the Board concluded that it
was not core to our strategy of focusing on the UK market, and
its sale reduced ongoing annual losses by £0.5m.
of the Notes. The Notes have a conversion price of £0.0459
(A$0.0875), which represented a premium of 94% to the closing
share price prior to the announcement. The Convertible Note
financing will support our medium-term growth by allowing
us to re-invest our cash resources into the business and
capitalise on the opportunities in front of us.
We were pleased to welcome AXA Health and Axia Investments
Limited, a private client fund, as the principal investors in the
Notes.
Delivering high quality health care
Quality underpins everything we do. Supporting our patients
with safe and effective primary care services is the foundation
of our business. Our team of clinicians and clinical managers,
together with their support colleagues, work diligently to
ensure that our business reliably delivers on that commitment.
We have extensive clinical quality and governance processes
which touch every facet of our operations. Over the past
year, Doctor Care Anywhere has delivered over 700,000
appointments to patients with no occurrences of reportable
patient harm.
DCA is regulated by the Care Quality Commission. The CQC
undertook a routine inspection of DCA in Q3 2023; we were
praised in many areas, particularly in how we safeguard
adults and children, as well as providing good levels of caring,
effective, and responsive care for our patients. We were
very disappointed that, while our business was assessed
to be adequate overall, we were given a rating of “Requires
Improvement”, with observations relating to recruitment
documentation and auditing procedures. Since the inspection
we have put in place enhancements to our policies and
procedures to reflect the feedback from the inspection, and
also adapted our continuous improvement programme,
which includes effectiveness reviews and Quality Statement
monitoring, and provides ongoing assurance of compliance
with CQC regulations.
Managing environmental
and social impact
Like many other organisations, we are conscious of the risks
we face associated with climate change and that we have
an important role to play in addressing those. We might not
face the same scale of issues as other businesses, but we
do have a responsibility to contribute to the government’s
aim of net zero carbon emissions by 2050. Like others, we
want to report on our carbon footprint, from emissions and
waste to paper consumption and single-use plastic, and
we will work to reduce our footprint over time. During the
year we substantially reduced our office space, which has
contributed to the halving of our estimated Greenhouse Gas
and Consumption emissions.
Strengthening our balance sheet
At the end of 2022, we secured a £10m Loan Facility with
AXA Health, which we drew down in tranches through the
course of 2023. In December 2023 we announced the issue of
a £10.6 million Convertible Loan Note, subject to shareholder
approval. In January 2024 we were pleased to receive that
approval and to complete the refinancing; the proceeds
of the Convertible Loan Note were used to repay the AXA
Loan Facility.
The Convertible Loan Notes are repayable by 31 December
2027, and bear a zero coupon. This means that there is no
requirement for payments of principal or interest over the life
Building our team
Our progress in 2023 has been achieved through the skills and
commitment of our team of clinicians and support colleagues,
and they can be proud of the progress that we have made. I am
delighted that our colleague engagement has also increased
substantially, reflecting the team’s success, with our employee
Net Promoter Score (eNPS) rising from 26 in January to 45 in
September. This level of score is classified as “Outstanding”.
Our goal in 2024 is to build on the progress this year, so that
we are regarded as a great place to work.
During the year we have strengthened our leadership team to
make sure we have the skills and experience to realise DCA’s
potential: our new Chief Technology Officer, Luis De Miguel
Puig, joined the business in September 2023; we are building
our proposition and business development teams; and Seema
Sangar joined us in March 2024 as Chief Financial Officer. I
am pleased to welcome these new colleagues to DCA and I
look forward to building the business with my team over the
coming years.
Developing the business in 2024
After a year of operational change and delivery, our focus in
2024 is on business development - focusing on expanding our
client base – and proposition development. We will add more
flexibility to our consultation service, build new digital health
pathways, and use technology more and more in our offering.
In parallel, we will continue to drive operational efficiency,
in pursuit of our financial targets of profitability and cash
generation. 2024 has started well as DCA completed 68,200
consultations in January and 64,300 consultations in February
- these are the highest consultation volumes in these months
in DCA’s history.
I am delighted that the Board has confirmed me as permanent
Chief Executive Officer of DCA, and also invited me to join
the Board. It is a privilege to lead DCA, and my team and I
are excited about the opportunity to grow the business, as
we develop our proposition to meet the health needs of our
patients and clients.
Ben Kent
Chief Executive Officer
27th March 2024
Doctor Care Anywhere | Annual Report 2023 9
Section 172 Statement
The Company is regulated under both UK company law and the Australian Stock Exchange listing rules. Section 172 of the
Companies Act 2006 (UK) requires that directors of a Company act in good faith to promote the success of the Company
for all stakeholders. The directors consider that throughout the year, having regard to the matters set out in s.172(1)(a)-
(f) of the Companies Act 2006, they acted in good faith and undertook actions that would be most likely to promote the
success of the Company for the benefit of its members as a whole, having regard to the interests of all stakeholders,
including employees, customers, suppliers, and the wider community.
Through an open and transparent dialogue with our key stakeholders, the directors have been able to develop a clear
understanding of their needs, assess their perspectives and monitor their impact on the Company’s strategic ambition and
culture. As part of the Board’s decision-making process, the Board and its Committees consider the potential impact of
decisions on relevant stakeholders while also having regard to a number of broader factors, including the impact of the
Company’s operations on the community and environment, responsible business practices and the likely consequences of
decisions in the long term.
The Company is also listed on the Australian Stock Exchange, and as such must comply with the ASX Listing Rules and the
Corporate Governance Principles and Recommendations, designed to ensure high quality corporate governance by Australian
listed entities.
This statement sets out the matters considered under each subsection of s.172(1) (a)-(f).
A. The likely consequences of any decision in the long term
2023 was another year of transformation, culminating in the refinancing of the previous AXA loan through a convertible loan
note issue in December 2023. The Company also invested in new ways of working which are proving successful and which
the Board expects to build on in future. The convertible loan note arrangement, together with the anticipated relaxation
of certain restrictions in our key relationship with AXA, are expected to offer opportunities for our employees, customers,
shareholders and other stakeholders to further secure the Company’s long-term sustainable and profitable future. In coming
to its decisions, the Board carefully assesses the likely consequences of each decision in the long term, and how that decision
aligns with the strategy, purpose, values and desired culture of the Company. During the year, the directors made decisions
based on board papers, presentations from the executive management team, information documents, discussions with
external advisors and reports from independent advisers.
B. The interests of the Company’s employees
The Board and executive management regularly consult with the Company’s employees about a range of matters including
decisions about the Company’s operations, funding, leadership and culture. The Company encourages its employees to feed
back their views through employee surveys, the results of which are analysed and, where possible, changes are implemented.
Throughout 2023, employees were able to participate in monthly “town hall” meetings giving them the opportunity to
contribute to the Company’s plans and give feedback on Board and executive decisions.
C. The need to foster the company’s business relationships
with suppliers, customers and others
The directors oversee the Company’s strategy and operations to develop and maintain mutually beneficial business
relationships with all our partners, suppliers, government agencies and other stakeholders.
The directors continue to work closely with AXA PPP Healthcare Group Limited, the Company’s primary partner. The Company
seeks to ensure that proposed changes are managed carefully and that the outcome benefits both parties. Opportunities to
improve the Company’s offer to other customers and potential customers are also being actively explored. The Company is
in dialogue with several major organisations in the telehealth market. Finally, the Company maintains an open, transparent
and co-operative relationship with key regulators, continuously seeking ways to develop its practice to the highest standards.
The directors continue to ensure that suppliers are paid in a timely manner.
10 Doctor Care Anywhere | Annual Report 2023
D. The impact of the Company’s operations on the community and the environment
The directors regularly consider the impact their decisions will have on the community. The Company provides an innovative
primary and secondary healthcare service using technology, principally seeking to provide easy access to healthcare services
in its core markets.
The directors also consider environmental impacts. Given the service is principally provided via a telehealth platform, the
environmental impact of delivery of our services is low.
The introduction of our Mixed Clinical Workforce approach has enabled us to reach more patients and handle consultations
more effectively using the combined expertise of our team of doctors and Advanced Nurse Practitioners.
E. The desirability of the company maintaining a reputation
for high standards of business conduct
At all times the directors seek to ensure that the Company, through the Board’s oversight, adheres to high standards of corporate
governance. The Company continues to comply with the ASX’s Corporate Governance Principles and Recommendations, the
primary mechanism for Australian listed companies to demonstrate high standards of corporate governance. The Company
also maintains a Code of Conduct and Board Charter.
The Company maintains an externally managed whistleblower hotline service. The Board receives regular reports on any
concerns raised and ensures that appropriate action is taken to respond. The Board has set clear improvement objectives with
regard to corporate culture and embedding good practice and high standards across the business.
F. The need to act fairly between members of the Company
The Board ensures that all shareholders/Chess Depository Instrument holders have the opportunity to express their concerns
to the Board throughout the year by having access to the Chair, and through investor briefings. The Company also complies
with Australian continuous disclosure obligations, thereby ensuring that all shareholders/Chess Depository Instrument
holders have access to the same information about material matters at the same time. The AGM allows an opportunity for
shareholders to ask questions and to discuss issues in more depth with the Board of Directors.
Directors who hold shares in the Company routinely declare their conflicts in substantive transactions that affect the Company.
Where a conflict is present, the director in question does not participate in deliberations.
Doctor Care Anywhere | Annual Report 2023 11
Operational Performance
Activated Lives reached 1,048,400 at 31 December 2023, representing a net increase of 179,500 (20.7%) above
31 December 2022. There is further growth potential in activated lives given the Company’s existing base of
3.0 million Eligible Lives, together with growth in patients from new clients.
Consultation volumes grew significantly in FY23, totalling 730,600 for the period (including 12,200 GP2U consultations),
an increase of 116,400 (19.0%) over FY22 (which included 25,600 GP2U consultations).
Consultation growth was supported by the Company’s strong repeat user rate, with 535,000 consultations delivered to
returning patients in FY23, representing 73% of total consultations. Growth in the Company’s repeat user rate validates the
investment made in acquiring new patients during the year, with these new patients expected to continue to utilise the
Company’s services in FY24 and beyond, building the operational scale which will underpin a profitable future.
Consultation volumes in 2H23 were 355,200, 5.7% lower than volumes in 1H23, due to the UK’s mild early winter, limited
marketing of our services by AXA and the sale of GP2U in July 2023. 2H23 volumes were 14.1% higher than 2H22.
12 Doctor Care Anywhere | Annual Report 2023
Financial Performance
Summary of FY 2023 Consolidated Statement of Comprehensive Income
£ in millions
FY23
FY22
Variance
%
2H 23
1H 23
Variance
%
Utilisation revenue
Subscription revenue
Revenue
Cost of sales
Gross profit
36.0
2.5
27.1
2.2
38.5
29.3
8.9
0.3
9.1
32.8%
12.1%
18.1
1.2
17.9
1.3
0.3
1.4%
(0.1)
(8.0%)
31.2%
19.3
19.2
(20.8)
(17.0)
(3.8)
(22.2%)
(10.0)
(10.8)
17.7
12.3
5.4
43.7%
9.3
8.3
1.0
12.0%
0.1
0.9
0.8%
7.9%
Gross profit margin
46.0%
42.0%
4.0%
48.4%
43.6%
4.8%
Operating costs
Contribution
(6.9)
10.8
(6.3)
6.0
(0.6)
(9.2%)
4.8
79.8%
(3.2)
6.1
(3.6)
4.7
0.4
1.4
10.8%
29.6%
Contribution margin
28.1%
20.5%
7.6%
31.6%
24.6%
7.0%
Sales and marketing
Technology
(0.7)
(3.4)
(1.9)
(7.4)
General and administration
(12.9)
(15.6)
Other operating income
Share based payment
0.3
(0.1)
0.6
1.2
Non-operating costs
(16.7)
(23.0)
6.3
27.3%
Share of JV net loss
-
(0.1)
0.1
100.0%
1.1
61.8%
(0.3)
(0.4)
0.1
27.8%
4.0
2.7
54.3%
17.3%
(1.9)
(6.2)
(1.5)
(6.7)
(0.4)
(25.7%)
0.4
6.7%
(0.3)
(46.1%)
0.0
0.3
(0.3)
(91.4%)
(1.3)
(106.8%)
(0.1)
(8.4)
(0.0)
(0.0)
(8.3)
(0.0)
(291.1%)
(0.2)
(1.8%)
0.0
(0.1)
(200.0%)
EBITDA
(5.9)
(17.1)
11.2
65.5%
(2.3)
(3.5)
1.2
33.6%
Depreciation and amortisation
(2.5)
(2.1)
(0.4)
(21.5%)
(1.4)
(1.1)
(0.3)
(27.8%)
EBIT
(8.4)
(19.1)
10.7
56.1%
(3.8)
(4.6)
0.9
19.0%
Finance income/(expense)
(0.5)
(0.0)
(0.4)
(838.0%)
(0.3)
(0.2)
(0.1)
(36.3%)
Loss before tax
(8.9)
(19.2)
10.3
53.8%
(4.0)
(4.8)
0.8
16.8%
Tax
0.7
0.3
0.4
170.2%
0.1
0.6
(0.4)
(75.7%)
Loss after tax
(8.2)
(18.9)
10.8
56.9%
(3.9)
(4.3)
0.4
9.1%
Results from
discontinued operations
(1.9)
(3.1)
1.2
39.2%
0.1
(1.9)
2.0
105.3%
Net loss
(10.0)
(22.0)
12.0
54.4%
(3.8)
(6.2)
2.4
38.7%
Please note numbers in the above table are subject to rounding differences.
Doctor Care Anywhere | Annual Report 2023 13
Financial Performance cont.
Revenue for FY23 was £38.5 million, up 31.2% on FY22. The main driver of revenue growth was the increase in consultations
between the two periods and an annual price increase agreed with AXA in 1H 23. The price increase also contributed to
2H23 revenue increasing by 0.8% over 1H23 despite the reduction in volumes.
Gross profit has grown significantly, both year on year and half year on half year: FY23 gross profit was £17.7 million, up 43.7%
on FY22. Gross profit margin for FY23 was 46.0%, up 4.0ppt on FY22. Gross profit for 2H23 was £9.3 million, up 12.0% on 1H23.
Gross profit margin for 2H23 was 48.4%, up 4.8ppt on 1H23.
Contribution for FY23 was £10.8million, up 80.0% on FY22. Contribution margin for FY23 was 28.1%, up 7.6ppt on FY22.
Contribution for 2H23 was £6.1 million, up 29.6% on 1H23. Contribution margin for 2H23 was 31.6%, up 7.0ppt on 1H23.
The improvements in gross and contribution margin have been driven principally by the launch of the Company’s Mixed
Clinical Workforce proposition in June 2023, together with the increase in revenue per consultation from annual price
increases.
Margin improvement continued throughout 2H23 such that DCA’s Q4 gross margin guidance of 50%-55% and Q4 contribution
margin guidance of 35%-40% were both met. These significantly improved margins put DCA in an improved position going
into 2024.
Normalising for the one-off restructuring costs of £1.6m incurred in 1H22, and for share based payments in both years, non-
operating costs in FY23 decreased 26.4% on FY22, to £16.6 million. This was driven by the full year impact of the restructuring
work undertaken in 1H22 to reduce the business’ ongoing costs, together with further cost reduction and efficiency measures
implemented in 2H22 and FY23.
Non-operating costs increased by 1.2% between 1H23 and 2H23. This was primarily due to a reduction in the capitalisation
rate of technology work following the go-live of Mixed Clinical workforce, as 2H23 work was more focussed on BAU and
non-capitalisable discovery projects. This led to a £0.4m rise in technology costs expensed in the period which was more
than offset by a total £0.5m reduction in general and administration and sales and marketing costs between the two periods.
Adjusting for restructuring costs and share based payments, EBITDA loss in FY23 was £5.8m, an improvement of £10.9m year
on year. This was driven by revenue growth, margin improvement and a focus on productivity in the business.
DCA exited the year with £6.1m cash and its £10.0m AXA loan facility fully drawn down. This loan was refinanced in January
2024 on completion of the convertible loan note financing, with no cash repayments due until 31 December 2027. This
strengthening of the Company’s balance sheet puts the Company in an excellent position to drive further growth.
14 Doctor Care Anywhere | Annual Report 2023
Key Risks
The Board conducted a review of the key risks for the Company during the year: those risks are set out below.
TOPIC
SUMMARY
Concentration
of revenue
AXA may
terminate its
arrangements
with DCA
A significant portion of DCA’s revenue is derived under several agreements it has with AXA PPP
Healthcare Group Limited (“AXA”) In FY23, the relationship with AXA accounted for approximately
94% of the Company’s total revenue. A decrease in revenue received from AXA for any reason could
have a material adverse effect on DCA’s revenue and profitability.
DCA is party to several agreements with AXA which govern most material aspects of the relationship,
including the terms on which clinical services are provided to AXA, and the terms on which technology
development, hosting and maintenance services are provided to AXA. In particular, certain documents
set out the joint venture arrangements between AXA and DCA including the Joint Venture Agreement.
These arrangements contain various rights for AXA to trigger a call option to acquire DCA’s shares in
the joint venture entity and to terminate the joint venture arrangements, including a right to terminate
these arrangements due to a material breach of the Joint Venture Agreement or for convenience
between 1 February 2025 and 27 April 2025. Termination of the arrangements with AXA would have a
materially adverse effect on the Company’s ability to generate revenue and would materially adversely
impact the Company’s operations and business.
In October 2023, DCA and AXA agreed non-binding Heads of Terms, subject to a formal binding
agreement, for certain changes to be made to the contractual relationship between the parties. These
changes include the termination of the joint venture arrangements between DCA and AXA and the
winding-up of the joint venture entity, while continuing the commercial arrangements between the
parties in relation to sharing the economic benefits of the diagnostic referral pathway management
services provided by DCA to AXA. However, there is a risk that the parties do not enter into formally
binding arrangements to effect these intended changes to their contractual relationship, and there is a
risk that even if these intended changes are made, the expected benefits do not materialise or are not
as significant as initially thought.
Restrictions on the
expansion of DCA’s
business
The agreements with AXA include various exclusivity restrictions that may prevent the Company
from developing or making available products that include both online GP services and the facilitation
of diagnostics to any direct competitor of AXA (this includes healthcare providers, administrators and
distributors) or other large providers in the UK or Republic of Ireland. In addition, if DCA intends to
provide similar services in Italy, France, Spain, Germany, Switzerland, Belgium, Japan or Mexico, the
opportunity to provide those services must first be provided to the Joint Venture Entity.
These restrictions may make it more difficult for DCA to achieve its objectives by growing its business
in new products or markets. There is also a risk that if DCA fails to comply with such restrictions, it will
give rise to an immediate termination right by AXA. This could adversely impact DCA’s reputation and
its financial performance and position.
Under the Heads of Terms, among other changes, DCA and AXA agreed that the exclusivity restrictions
imposed on both DCA and AXA under the existing contractual arrangements would be terminated.
This change enables DCA to sell its services to other health insurers and providers, while also enabling
AXA (subject to a specified notice period) to procure services from DCA’s competitors. There is a risk
that, despite the longstanding relationship and established operational processes in place between
the parties, AXA chooses to procure services from DCA’s competitors, which could lead to a reduction
in DCA’s revenues from AXA and a deterioration in its financial performance and position. There is also
a risk that the intended changes to the contractual relationship as described in the Heads of Terms
(including termination of these exclusivity restrictions) are not concluded in a binding contract.
Early-stage
business risk
DCA is an early-stage business that does not yet generate profits. DCA’s ability to achieve its anticipated
growth is dependent on the successful implementation of its growth strategy, including DCA’s ability to
expand its services and increase revenue under channel relationships. DCA does not have a significant
history of operations and there can be no assurance that it would be able to generate or increase
revenues from its existing and proposed products or avoid losses in any future period.
Doctor Care Anywhere | Annual Report 2023 15
Key Risks cont.
TOPIC
SUMMARY
Activation of
existing eligible
lives and utilisation
of the service
Whilst DCA understands that there is a large potential market for its services, and it already has
approximately 3 million people who have an entitlement to use its services (Eligible Lives), there is no
guarantee that DCA will be successful in converting the market for its services into Eligible Lives or that
DCA’s existing Eligible Lives will subscribe for and utilise DCA’s services.
Acquisitions,
expansion or
growth initiatives
by DCA may not be
successful
As part of its growth strategy, DCA may investigate and undertake expansion, acquisition and other
growth initiatives from time to time. It is possible that, despite analysis and assumptions made by the
Company, there will be a failure to realise the anticipated synergies and any anticipated increases in
the revenue, margins and net profit from any acquired businesses or growth initiatives. There is also
a risk that the integration of the acquired business may result in more time and cost than originally
anticipated. There is also a risk that DCA’s due diligence fails to identify all material risks and liabilities
relating to the acquired business. Any of these matters could materially adversely impact DCA’s financial
performance and position.
Requirements
for additional
funding
Additional funding may be required to meet the objectives of DCA in the event that costs exceed the
expectations of the Company or that further opportunities arise for capital expenditure, investment
in new projects, acquisitions or joint ventures. Should such event occur, the Company could look to
raise additional funds via equity financing or debt financing. There can be no assurance that additional
financing will be available when needed, on terms appropriate to DCA or that do not involve substantial
dilution to securityholders.
Inability to attract
new customers
Compliance
with laws and
regulations
specific to the
healthcare
industry
Risk of clinical
malpractice
Competitor risk
DCA distributes services to patients through various sales channels, including through relationships
with insurers, employers, healthcare providers, retailers and direct sales to the public. DCA’s channel
relationship strategy represents a material proportion of its revenue. However, there is no guarantee
that demand from channel relationships will continue to be strong. Furthermore, demand from
channel relationships is likely to be dependent on the prevalence of employer-sponsored healthcare.
Channel partners are not committed to extend their use of DCA’s services beyond contracted services
and therefore there is no guarantee that DCA will secure the additional revenue it anticipates from
existing channels. This may adversely impact DCA’s ability to grow the business, its financial position
and performance.
DCA’s operations are governed by laws and regulations that DCA must adhere to, including laws
governing remote healthcare, the practice of medicine and healthcare delivery in general which are
subject to change and interpretation. There is a risk that DCA fails to keep up with or comply with
such requirements and, as a result, DCA may be exposed to statutory action and loss of registration by
regulators and fines, litigation and compensation claims from patients and customers. DCA is subject
to inspection by the Care Quality Commission (CQC), the independent regulator of health and social
care in England, from time to time. In October 2023, following an inspection in July-August 2023, the
CQC published its inspection report with an overall rating of “Requires Improvement”. There is a risk
that this rating has an adverse impact on DCA’s reputation and demand for its services from potential
channel partners and employers.
There is the potential for a failure of clinical governance and oversight to lead to a deterioration in
the delivery of high quality and safe patient services. The risk of breach of clinical requirements could
result in various regulatory actions including a loss or suspension of DCA’s Care Quality Commission
registration. In addition, a material breach by DCA of its regulatory obligations would constitute an
event of default under the AXA agreements, which would give rise to an immediate termination right
by AXA of all of its agreements.
The industry in which DCA operates is subject to domestic and global competition. DCA has no
influence or control over the activities or actions of its competitors, whose activities or actions may
impact DCA’s operations and financial performance. For example, new entrants or competitors may
succeed in developing alternative products which are more innovative or more cost effective than
those products that are developed by DCA. This may create downward pricing pressures as competitors
develop and expand their offerings in the market and may adversely impact on DCA’s ability to retain
existing customers/partners as well as attract new customers or partners.
16 Doctor Care Anywhere | Annual Report 2023
TOPIC
SUMMARY
Data protection
issues
DCA relies heavily on uninterrupted running of its information technology systems for the smooth
operation of its business and maintaining high levels of trust with customers and patients. DCA’s
information technology systems, including online platforms, payment systems and certain third-
party systems it uses, store, analyse, process, handle and transmit confidential, proprietary and
commercially sensitive information as well as personally identifiable information and confidential
medical information, entrusted to DCA by patients. There is a risk that the measures DCA takes to
protect such information and data are insufficient to prevent security breaches, or other unauthorised
access or disclosure of the information and data.
Dependence on
IT infrastructure
and disruptions
to information
technology
DCA, its telehealth providers and its patients rely on significant IT infrastructure and systems and the
ongoing maintenance of the regional and local Internet infrastructure to provide the necessary data
speed, capacity and security to allow DCA to offer viable services. DCA’s platform may be exposed to
damage or interruption from system failures, cyber threats (including malware, ransomware, phishing
and denial of service (DDOS) attacks), telecommunication provider or third party supplier failures,
inadequate system maintenance, damage to the physical infrastructure associated with the network,
or other unforeseen events. Technology failures may affect DCA’s ability to deliver consistent, quality
services, meet its contractual and service level obligations, attract new customers, or may lead to data
integrity issues or data loss.
Reliance on
key supplier
relationships
Key personnel
and skills
dependencies
Intellectual
property rights
DCA’s business is dependent on maintaining relationships with key third-party suppliers, information
technology suppliers, and software and infrastructure providers which for certain products and
services are limited in number. DCA’s arrangements with such suppliers or providers may be governed
by short-term service agreements which are entered into on the supplier’s or provider’s standard
terms and conditions. If DCA needs to replace its suppliers or providers, there is a risk that it may be
unable to find alternative sources of technology or systems, on commercially reasonable terms or at
all, or on a timely basis.
DCA’s business depends on successfully hiring and retaining clinical and non-clinical staff in key
management, clinical services, clinical governance, sales and marketing, operations and information
technology. Competition for qualified personnel in the industry could become more intense. If DCA is
unable to retain or attract high quality personnel, or replace the loss of any key personnel, or is required
to materially increase the amount DCA offers in remuneration to attract and retain key personnel, its
operating and financial performance could be adversely affected.
DCA’s operations rely on the protection of its intellectual property. There is a risk that DCA’s intellectual
property may be compromised in a number of ways, including that third parties may copy or otherwise
obtain and use its proprietary information without authorisation or may develop similar technology
independently. Breach of DCA’s intellectual property rights may require DCA to commence legal action,
which could be costly, time consuming and potentially difficult to enforce in certain jurisdictions and
may ultimately prove unfavourable to DCA. Alternatively, parties may make claims against DCA, which
may result in DCA being required to pay damages or obtain one or more licences from a third party, or
being subject to injunctive or other equitable relief that could prevent DCA from further developing or
using DCA’s products.
Foreign Exchange
risk
DCA’s CHESS Depositary Interests (CDIs) are listed on the Australian Securities Exchange and priced
in Australian Dollars. However, DCA’s reporting currency is Pound Sterling. As a result, movements
in foreign exchange rates may cause the price of the CDIs to fluctuate for reasons unrelated to
DCA’s financial condition or performance and may result in a discrepancy between actual results of
operations occurring in other currencies and investors’ expectations of returns on securities expressed
in Australian Dollars.
Potential
litigation, claims
and disputes
DCA may be subject to litigation and other claims and disputes in the course of DCA’s business including
litigation for medical malpractice, contractual and employee disputes, indemnity claims, occupational
health and safety claims or criminal or civil proceedings. The cost of settling claims or paying any
fines, diversion of resources, operational impacts and reputational damage, could materially affect
DCA’s operating and financial performance.
Doctor Care Anywhere | Annual Report 2023 17
Key Risks cont.
TOPIC
SUMMARY
Risks associated with investing in Convertible Loan Notes (Notes) and CDIs
Redemption of
Notes
AXA a major
customer and
holder of Notes
On completion of the issue of Notes in January 2024, DCA has on issue a significant number of Notes
with a face value of approximately £10.6 million. If this whole amount became repayable at one time,
whether on early redemption (if any) or at maturity, depending on the Company’s financial position
and cash reserves at that time, the Company may need to raise further funds (either debt or equity) to
be able to repay this amount in full. Refer also to the risks titled “Requirements for additional funding”
above.
Assuming that AXA continues to hold Notes, AXA may convert some or all of its Notes into CDIs, and
depending on the number of Notes it may elect to convert to CDIs, AXA may become a substantial
shareholder in DCA, in addition to being a major customer. If this is the case, AXA may be able to
exert some influence over the outcome of matters relating to DCA as a result of its voting power,
including election of Directors. Although the interests of DCA, AXA (as a shareholder) and DCA’s other
shareholders are likely to be aligned in most cases, there may be instances where the interests of AXA
and the interests of other DCA shareholders diverge as a result of AXA’s competing interests as both a
substantial shareholder and also a major customer of DCA.
Investment
in Notes is an
investment in the
Company
Investment in the Notes is an investment in the Company and may be affected by the ongoing
performance, financial position and solvency of the Company, and is subject to all of the risks described
in this section. The Notes are not guaranteed by any government body or compensation scheme or by
any other person or in any jurisdiction.
Liquidity of Notes The Notes are not quoted on the ASX or any other securities exchange. As a result, there is no direct
market on which to sell the Notes. The value attached to the Notes may not be realised until the Notes
are converted into Shares or redeemed.
Investment in
CDIs
On conversion of the Notes, an investor will be issued with CDIs representing underlying ordinary
shares in the Company. There are general risks associated with investments in equity capital such as
CDIs in DCA. The trading price of DCA’s CDIs may fluctuate with movements in equity capital markets
in Australia and internationally. This may result in the market price for CDIs being less or more than
the value of your investment. Generally applicable factors that may affect the market price of DCA
CDIs (over which DCA and its directors have no control) include matters such as investor sentiment,
Australian and international economic conditions and outlook, changes in interest rates and the rate
of inflation, to name a few. Any of these factors and resulting fluctuations may materially adversely
impact the market price of DCA CDIs.
Risk of
securityholder
dilution
In the future, DCA may issue new CDIs to fund or raise proceeds for working capital or acquisitions.
While DCA will be subject to the constraints of the ASX Listing Rules regarding the percentage of
its capacity it is able to issue within a 12-month period (other than where exceptions apply),
securityholders may be diluted as a result of such issues of shares and fundraisings.
Inability to
pay dividends
or make other
distributions
The ability for future dividends to be paid to holders of CDIs and underlying Shares or other distributions
to be paid by the Company will be contingent on the Company’s ability to generate positive cash flow.
There is no guarantee that dividends will be paid on the CDIs or underlying Shares in the future, as this
is a matter to be determined by the Board in its discretion and the Board’s decision will have regard to,
amongst other things, the financial performance and position of the Company.
18 Doctor Care Anywhere | Annual Report 2023
Clinical Review of 2023
DCA is committed to ensuring the highest standards of clinical governance, risk management, and regulatory compliance.
To achieve this, we maintain a robust governance framework which is overseen by dedicated leadership, and we
continuously strive for excellence in the delivery of our digital healthcare services.
Leadership Structure:
• With the guidance of the Clinical Governance Committee, the Board is responsible for:
-
(i) Ensuring that the company provides and excels in the following core clinical competencies; safe, effective, caring,
responsive and well-led clinical services for primary and secondary care;
-
(ii) recommending improvements across the above core competencies of Doctor Care Anywhere.
• The Board delegates to the CEO the overall accountability for clinical governance and risk.
• The CEO delegates the executive responsibility to the Chief Medical Officer who is responsible for reporting to the CEO
and Board on the clinical governance and clinical risk agenda and ensuring that any supporting strategy documents are
implemented and evaluated effectively.
Regulatory Compliance:
• DCA is regulated by the Care Quality Commission (CQC) for providing primary online care services in England and by the
Medicines & Healthcare product Regulatory Agency (MHRA) for its Class 1 medical device. DCA remains compliant with
both regulators.
• The Chief Medical Officer was appointed as the CQC Registered Manager in Q2 2023, shortly before the 2023 CQC inspection.
Clinical Governance
• The Clinical Governance Committee (CGC) oversees specialised clinical governance committees, ensuring effective
governance and risk management. The CGC is chaired by the Chief Medical Officer. During 2023, we implemented a
digitised incident and complaint reporting system; this has resulted in increased reporting which enables the CGC to focus
on areas for improvement, and supports a culture of continuous quality improvement.
Clinical Safety
• DCA complies with Safety Standards DCB 0129 and DCB 0160, maintaining a Clinical Risk Management System (CRMS) to
ensure patient safety and to mitigate risks.
Medical Device
• DCA has self-certified its software as Class 1 “Software as a Medical Device”, affirming its adherence to regulatory standards
and commitment to patient safety and efficacy.
CQC Compliance
As a provider of primary online care services in England,
DCA is regulated by the Care Quality Commission (CQC). The
Company continues to deliver a regulated activity by online
means. This involves transmitting information by text, sound,
images, or other digital forms to deliver care and treatment to
patients. Maintaining compliance with CQC requirements is a
key priority for the Company.
The Company is regulated to provide the following services:
•
•
treatment of disease, disorder, or injury
transport services, triage and medical advice provided
remotely.
• diagnostic and screening procedures.
The Care Quality Commission
independent
regulator of health and adult social care in England, completed
a comprehensive inspection of Doctor Care Anywhere (DCA)
in July/August 2023. The CQC provides four ratings to health
and social care services:
(CQC), the
• outstanding,
• good,
• requires improvement, and
•
inadequate.
inspections as they provide an
DCA welcomes CQC
independent review of the quality of care that our patients
receive. We were praised in many areas, particularly in how we
safeguard adults and children, and we were awarded ‘Good’
across the majority of areas during the CQC’s inspection.
Doctor Care Anywhere | Annual Report 2023 19
Clinical Review of 2023 cont.
While improvements were noted from previous assessments,
the CQC finalised its report with an overall rating of
“Requires Improvement”, identifying some areas for further
improvement above the current minimum standards that
were met.
and insight into what went wrong and the measures that
have been implemented to ensure the incident or complaint
does not reoccur. Reporting of complaints and incidents,
including any relevant action plans, is provided to the Clinical
Governance Committee, ARC and Board.
Over the past 12 months, Doctor Care Anywhere has delivered
over 700,000 appointments to patients with no occurrences
of reportable patient harm. In addition, the CQC did not
identify any incidences of patient harm attributable to the
specific areas that it identified as requiring improvement,
which related to recruitment documentation and auditing
procedures. Since the inspection we have put in place
changes to our policies and procedures to reflect the feedback
from the inspection.
In addition to the areas identified by the CQC, DCA has
launched a comprehensive programme of activities to ensure
ongoing assurance of CQC compliance and effective clinical
governance across the organisation. This is a three-pronged
approach focusing on improvement, maintenance, and
assurance, including :
• completion of a comprehensive CQC Remedial Action
Plan to address the CQC report observations;
• Optimising clinical governance through subcommittee
consolidation and effectiveness reviews;
• Quality Statement Monitoring
Clinical Risk & Governance Committee Structures
Following the introduction of a new clinical governance
structure
in 2H 2022, specialist clinical governance
committees operated under the leadership of the Company’s
Clinical Governance Committee (CGC), reporting into the
Board throughout 2023. The CGC meets quarterly, and reports
across all areas of the clinical service, including regulatory
compliance and clinical risk.
The Board is committed to improving governance on a
continuing basis through evaluation and review, and an
effectiveness review of the existing effectiveness of the new
structure has been completed. This also considered areas
of high performance, as well as areas for improvement,
identified in the 2023 CQC inspection
The outcome of the review recommended optimisation of the
sub-committees further, namely the Medicines Management
Committee, Diagnostics Service Committee and Safeguarding
Committee based on their current effectiveness. These
recommendations will be implemented and embedded in
2024, subject to approval by the Audit and Risk Committee.
Management of Incidents & Complaints
The Company has seen increased incident reporting since
the launch of the digitised incident and complaint reporting
system in Q4 2022. This increase in reporting has been driven
by incident reporting and management training delivered
to all staff, and improvements in the culture of quality
improvement activities. The learnings from incidents and
complaints are provided back to teams to generate awareness
20 Doctor Care Anywhere | Annual Report 2023
For 2023, incidents rates remain low at <0.7% for the year,
and complaint rates remain low, consistently below 1% of
completed consultations.
Achievement of Class 1 Software as a
Medical Device (SaMD) Status
During the year, DCA registered an element of its software
as having Class 1 “Software as a Medical Device” status. This
designation signifies that our software meets the regulatory
requirements set forth by the Medicines & Healthcare product
Regulatory Agency (MHRA), ensuring safety and effectiveness
in its medical applications.
Class 1 SaMD status demonstrates our commitment to
delivering high-quality healthcare solutions that adhere to
stringent regulatory standards. It validates our dedication to
patient safety and the efficacy of our software in supporting
medical diagnosis, treatment, and management.
•
Impact on Operations and Growth:
- Attaining Class 1 status opens new opportunities for
DCA, allowing us to expand our reach and offerings in
the healthcare industry.
- It strengthens our position as a trusted provider of
digital healthcare solutions, enhancing confidence
among patients, healthcare professionals, and
regulatory bodies.
• Continued Commitment to Regulatory Compliance:
- While achieving Class 1 status is a significant milestone,
DCA remains dedicated to maintaining compliance
with evolving regulatory requirements.
- We will continue to invest in regulatory expertise,
robust quality management systems, and ongoing
monitoring to ensure our software meets and exceeds
regulatory expectations.
• Future Outlook:
- With Class 1 SaMD status secured, DCA is poised
for continued growth and innovation in the digital
healthcare landscape.
We remain focused on delivering exceptional value to our
users while upholding the highest standards of safety, efficacy,
and regulatory compliance in all our software offerings.
This Strategic Report has been approved by the Board of
Directors and was signed on its behalf by:
John Stier
John Stier
Chair
27th March 2024
Directors’ Report
The Directors present their Report, together with the Financial Statements, on Doctor Care Anywhere Group Plc (‘the
Company’ or ‘parent’) and the entities it controlled at the end of, or during, the year ended 31 December 2023 (together
referred to as ‘the Group’).
Division of Responsibilities
The Chair
The Chief
Executive
Role of the
Non-Executive
Directors
The Chair leads the Board, facilitating constructive communication between Board members and ensuring
that all Directors can play a full part in the Board’s activities. The Chair sets Board agendas and ensures
that Board meetings are effective and that all Directors receive accurate, timely and clear information.
The Chair communicates with shareholders effectively and ensures that the Board understands the views
of major investors. The Chair also provides advice and support to both the Executive and Non-Executive
Board members. The Chair continues to meet the independence criteria set out in recommendation 2.5
of the ASX Corporate Governance Principles and Recommendations.
The Chief Executive Officer provides leadership to the senior leadership team in the day-to-day
management of the Company, with an emphasis on long-term goals, growth, profit, and return on
investment. The CEO is instrumental in formulating and implementing the Group’s strategy, serves as
the main point of contact between the senior leadership team and the Board, and facilitates effective
communication and flow of information with the Non-Executive Directors.
The Non-Executive Directors have extensive experience from a wide range of sectors. Their role is
to understand the Company in its entirety, to constructively challenge strategy and management
performance, set executive remuneration and ensure appropriate succession planning is in place.
The Non-Executive Directors must also ensure that they are satisfied with the accuracy of financial
information and that effective risk management and internal control processes are in place. Three of
the four Non-Executive Directors (including the Chair) are considered independent.
Delegation of Responsibilities
The Board has 2 sub-committees, namely the Audit and Risk Management Committee and the Remuneration and Nomination
Committee. The Committees are governed by their respective Charters, which provide details of matters delegated to them.
The Charters are available on the Company’s website at Corporate Governance & Policies | Doctor Care Anywhere | Doctor Care
Anywhere and are reviewed annually to ensure they remain fit for purpose. The roles of the Chair, Chief Executive and Non-
Executive Directors are clearly defined and set out in writing.
The following persons were Directors of the Company during the year ended 31 December 2023:
• John Stier
Independent Non-Executive Director, (appointed on
6 May 2022, became Chair 28 March 2023)
• Romana Abdin
Independent Non-Executive Director and Chair of
Remuneration and Nomination Committee
(appointed 16 September 2020)
• Simon John Calver
Non-Executive Director (retired 28 March 2023)
• Dr Richard John Edward Dammery
Chair and Independent Non-Executive Director
(retired 28 March 2023)
• David Jeremy Ravech
Non-Executive Director (appointed 10 April 2015)
• Dr Aleksandra Spencer
Independent Non-Executive Director and Chair of Audit and
Risk Management Committee (appointed 3 July 2023)
• Vanessa Miscamble Wallace
Independent Non-Executive Director (retired 28 March 2023)
In addition, the following senior executives held office
during the relevant reporting period
• Ben Kent Interim Chief Executive Officer
from 13 February 2023 to 6 March 2024,
(appointed Chief Executive Officer 7 March 2024)
• James Warren (Acting Chief Financial Officer,
from 1 September 2022 until 4 March 2024)
• Bianca Foster (Company Secretary until
November 2023, replaced by Kevin Mercer as
Interim Company Secretary between December
2023 and 31 January 2024; post held by Cathy
Baxandall with effect from 5 February 2024)
• Mark Taylor (Interim Chief Executive Officer
until 9 January 2023)
Doctor Care Anywhere | Annual Report 2023 21
Directors’ Report cont.
The biographies of our current Board of Directors are as follows:
John Stier
Chair, Independent
Non-Executive
Director
John was appointed to the Board in May 2022 and became Chair in March 2023 on the retirement of
Richard Dammery. Until the appointment of Dr Aleksandra Spencer, he also chaired the Company’s
Audit and Risk Management Committee. John brings substantial experience in change management,
M&A, scaling businesses plus substantial financial expertise gained in services-based industries.
Romana Abdin
Independent
Non-Executive
Director
David Ravech
Non-Executive
Director
John built an executive career as a financial professional, becoming Group CFO of two technology
enabled services businesses Northgate Information Solutions Plc and Equiniti Plc. Northgate provides
technology and outsourced solutions to the UK Government and global HR market, Equiniti is an
international share registrar. John worked with these businesses for over twenty years, helping to
build them both into FTSE 250 constituents on the London Stock Exchange.
John is also currently the Chair at Redburn, a London based stockbroker. John holds a first-class
degree in Finance and is a Fellow of the Institute of Chartered Accountants in England and Wales.
Romana was appointed as a Non-Executive Director of DOC in September 2020 and became Chair of
the Remuneration and Nominations Committee in July 2021. Romana is the Chair of Healthcode, the
specialist in online services for the independent healthcare sector.
Romana served as the CEO of Simplyhealth Group for eight years before stepping down in 2021,
transforming the business from a sole focus in healthcare funding towards a diversified health and
wellbeing business. During her time as CEO, Romana led the restructuring and investment in digital
capability to meet the demands of today’s customers, employers and healthcare practitioners,
developing new propositions, establishing new relationships, developing people capabilities and
a leadership team which has shifted the culture from risk averse and analogue to more customer-
centric, agile and highly engaged.
Romana has a strong industry profile in the UK and has gained extensive commercial, board,
governance and regulatory experience in previous roles at Simplyhealth, Lloyds Banking Group and
Bradford & Bingley Building Society.
Romana has degrees in law and started her career at the Bar in London specialising in corporate
and commercial law. She went on to hold several corporate affairs and legal roles, principally in the
financial services and entertainment sectors. Romana is a qualified Barrister at Law.
David is a co-founder of Doctor Care Anywhere Group and served as Chair of the Company until
November 2018.
For more than 20 years, David has led and invested in disruptive technology companies. Prior to his
involvement with the Group, David was the founder and CEO of Overland Health (now part of Slater
and Gordon Solutions), a technology-driven provider of rehabilitation services. He also founded and
was later Co-CEO of Global Freight Exchange which provided the world’s leading airlines and freight
forwarders with the first online price and availability comparison engine and transaction system for
airfreight (with the company being sold in 2007 to Descartes (Nasdaq: DSGX), a provider of cloud-
based logistics and supply chain management solutions).
David initially qualified as a barrister and solicitor with Arthur Robinson & Hedderwicks (now Allens),
working in the Securities, Mergers and Acquisitions group. He then spent six years as a strategy
management consultant at McKinsey, based in the Melbourne and London offices. He has worked in
Australia, the UK, Japan, Israel and several European countries, primarily serving clients in the retail,
brewing, telecoms and banking sectors with a focus on mergers and acquisitions, competition law
approvals and pricing strategy. David holds an LL.M from Harvard Law School and an LLB (First Class
Honours) and B.A. (Economics) from the University of Melbourne.
22 Doctor Care Anywhere | Annual Report 2023
Dr Aleksandra
Spencer
Independent Non-
Executive Director
Dr Spencer was appointed in July 2023 as a Director and also Chair of the Audit and Risk Committee.
She brings extensive experience in healthcare and life sciences, digital transformation and innovation
as well as organisational governance. She holds a PhD in Novel therapies for Paediatric Cancers and
a General Medical Degree. Aleksandra has a successful record of transforming and growing business
through innovation. She gained her experience through working with Fortune 500 companies,
including HCA Healthcare, Pfizer and Merck to reshape their strategies; enabling them to transform
into patient/consumer experience driven organisations that engage with the Healthcare Providers,
Payers, and Patients in an innovative, secure and compliant way. Aleksandra spent several years
with IBM in the technology and business consulting sector advising a wide range of clients on how
to transform their businesses to adapt to changing market conditions, improve efficiency, increase
competitiveness, and ultimately deliver better value to customers and shareholders.
As part of the Executive Team at Optegra International, Aleksandra led a successful business
transformation programme during COVID, focused on pathway standardisation and digital
transformation; launching virtual consultations, paperless ways of working, shifting strategy from
exclusively private towards a mix of private and publicly-funded surgery. This enabled Optegra to be
a profitable and sustainable business, more customer-centric yet highly agile, flexible and innovative.
Ben Kent
Chief Executive
Officer
Ben was appointed as interim CEO of the Group in February 2023 following the departure of Mark
Taylor due to ill health. Ben was appointed permanent CEO and a Director of the Company on 7 March
2024. Ben has worked in the health sector in the UK and internationally, for nearly 20 years. He has
served as Group Director of Finance for Bupa, Chief Financial Officer of Simplyhealth, and was Chief
Operating Officer and Chief Financial Officer of Doctor Care Anywhere in 2020-21, working on DCA’s
listing on the ASX.
Ben has extensive experience of leading businesses in digital health, health insurance and health
services, in Europe, the Middle East, Asia and Australia, and has lived and worked in the UK, Australia
and North America. In recent years Ben has focused in the digital health space, working with healthtech
businesses in diagnostics and virtual health services.
Doctor Care Anywhere | Annual Report 2023 23
Directors’ Report cont.
The biographies of our current executive Officers are as follows:
James Warren
Acting Chief
Financial Officer
(to 4 March 2024)
James is a Chartered Accountant who joined Doctor Care Anywhere’s management team in 2021 as
Finance Director and between September 2022 and March 2024 he served as the Acting CFO. James
has over 18 years’ experience in finance, having started his career with BDO LLP before moving into
industry, where he has held Senior Finance positions at companies listed on both the ASX and AIM
in a variety of sectors including Oil and Gas, Mining and software. On stepping down, he resumed his
role as Finance Director.
Seema Sangar
Chief Financial
Officer (appointed
4 March 2024)
Seema Sangar is an experienced Chartered Management Accountant with over 20 years experience
working in senior finance roles within private equity and listed businesses. She has worked across
a number of sectors, mostly in professional services and technology. Her previous roles include
Divisional CFO at Equiniti Group and Commercial Finance Director at Avast Plc. During her time at
Equiniti, she also held the roles of business unit Managing Director and Chief Operating Officer. Seema
has extensive experience in leading and supporting change and transformation programmes and
delivering growth and business change in technology-enabled businesses.
Cathy
Baxandall
Interim Company
Secretary
Cathy Baxandall replaced the previous Interim Company Secretary, Kevin Mercer, on 5 February
2024. She is a qualified solicitor with 30 years’ experience in the UK as Company Secretary and
General Counsel of a number of FTSE 250 listed companies, most recently Marshalls plc, the
leading manufacturer of building and hard landscaping materials. Her role is to support the Board’s
governance and compliance processes during this period of development and transformation. She is
also a partner at board advisory consultancy Boardside LLP.
24 Doctor Care Anywhere | Annual Report 2023
Interests of Directors in the Company’s securities
Director
John Stier
Romana Abdin
Simon Calver*
Richard Dammery C/O Aestel PTY Ltd
*
Fully paid CDIs
1,500,000
25,000
82,188
117,796
David Ravech C/O Carani Holdings Limited
44,264,604
Dr Aleksandra Spencer
Vanessa Wallace*
Ben Kent
Nil
367,500
65,000**
* Now retired. Interests recorded as at date of leaving.
**Interests held by Ben Kent’s spouse.
Options granted
Nil
Nil
Nil
Nil
Nil
Nil
Nil
1,200,000
Current Directors interests recorded as at 15 March being the latest practicable date before the publication of this Report
Directorships of Other Listed Companies
Those Directors holding directorships of other Australian listed companies during the year are shown below.
This information is reported up to their date of retirement from the Board.
Director
Company
Term
Dr. Richard Dammery
Aussie Broadband Limited (ASX:ABB)
July 2020 – Present
WiseTech Global Limited (ASX:WTC)
December 2021 - Present
Vanessa Wallace
Wesfarmers Limited (ASX: WES)
July 2010 – Present
Seek Limited (ASX: SEK)
March 2017 - Present
Ecofibre Ltd (ASX:EOF)
July 2021 - Present
None of the Company’s current Directors is a Director of any other Australian listed companies
Doctor Care Anywhere | Annual Report 2023 25
Directors’ Report cont.
Diversity
The Board seeks to achieve a gender balance. For most of the relevant financial year, the Board consisted of two female and
two male Non-Executive Directors, a 50/50 gender diversity balance. With the appointment of Ben Kent as an Executive
Director, the Board’s gender balance at the date of this report is 60/40 male/female.
The Executive Leadership Team consists of three women and six men, meaning approximately 33 % of the executive team
is female. The ratio between male and female employees in the organisation as a whole is 22% male and 78% female. The
Board is committed to the principles of equality and diversity expressed in the Company’s diversity policy, which can be
found on our website Diversity Policy.docx (doctorcareanywhere.com). The Board will continue to monitor gender balance
and seek ways in which it can ensure a diverse range of views and experiences are represented within the Company and
the wider Group.
Meeting Attendance
The Board has a formal schedule of regular meetings that is agreed and circulated in advance. Scheduled meetings are used
to approve standard regulatory matters and make significant decisions and also provide an opportunity for Board members
to contribute their expertise to advise and influence the business. An open invitation policy exists for all Directors to attend
Committee meetings even if they are not members of that Committee.
During 2023, a year of significant transformation , the Board held a total of [24] scheduled and unscheduled meetings. The
table below shows the total number of meetings and directors’ attendance at those meetings during the financial year ended
31 December 2023.
Scheduled Board
meetings
Unscheduled Board
Meetings
Audit and Risk
Management
Committee
Remuneration
and Nominations
Committee
Dr. Richard Dammery
Romana Abdin *†
John Stier *†
David Ravech †
Simon Calver
Vanessa Wallace
3/11
11/11
11/11
11/11
3/11
3/11
Dr Aleksandra Spencer *†
5/11
3/6
6/6
6/6
6/6
3/6
3/6
3/6
1/3
3/3
3/3
3/3
1/3
1/3
1/3
1/4
4/4
4/4
4/4
1/4
1/4
2/4
* Member of Remuneration and Nominations Committee. David Ravech attends meetings of this Committee by invitation of the Chair.
† Member of Audit and Risk Management Committee.
Note: Attendance for Richard Dammery, Simon Calver and Vanessa Wallace refers to the period from 1 January 2023 up to their retirement on 28 March
2023. Attendance for Dr Aleksandra Spencer refers to the period following her appointment on 3 July 2023.
26 Doctor Care Anywhere | Annual Report 2023
Dividends
No cash dividends were paid, recommended or declared during or since the end of the financial year by the Company.
Performance Evaluation
The Board undertook a detailed performance evaluation of its own performance in early 2024 and followed this up with
individual performance evaluations of Board members and the senior executive team. Actions have been agreed and plans are
in place to deliver the Board’s objectives. The Board will increase its focus on strategic matters and ensure that the business
remains outward-looking in building its client base and successfully diversifying its offer.
The Board expects to conduct a performance evaluation of the Board and each Committee at the end of the current financial
year alongside individual senior manager evaluations.
Environment
The Company is committed to operating ethically and sustainably and to finding ways, over time, to reduce our carbon
emissions. In accordance with the Streamlined Energy and Carbon Reporting (SECR) requirements, we are reporting our UK-
based energy usage and GHG emissions. The Company is committed to aim to achieve net zero emissions across its business
by 2050 and has in place several measures to reduce its environmental impact including:
1) Recycling all IT hardware used
2) Recycling all office waste where possible
3) Encouraging staff to work from home where possible to minimise travel
The Company’s estimated Greenhouse gas (GHG) emissions are as follows:
GHG emissions
Scope 1
Scope 2
Fuel (car)
Intensity
Unit
KG CO2e
KG CO2e
KG CO2e
2023
4,603
30,635
-
KG CO2e/£m revenue
2,354
The Company’s estimated Consumption (kWh) emissions are as follows:
Consumption (kWh)
Combustion of gas
Purchase of electricity
Fuel (car)
Total
2023
27,171
180,842
-
208,013
The data in the above tables is calculated by taking estimated emissions per square foot of office space based on the UK
government’s energy certificate for the Company’s office.
This data does not include amounts from Australia or the Republic of Ireland, owing to lack of available data. This is a minimal
part of the Group however, with the Australian subsidiary disposed of in year.
Reported data is for the year ended 31 December 2023.
Scope 1 – combustion of gas
Scope 2 – purchase of electricity
Political Donations and Expenditure
Doctor Care Anywhere has historically worked constructively with all levels of government across its network, regardless of
affiliation. No donations were made in 2023; in 2022 Doctor Care Anywhere contributed £12,483.33 to the UK Conservative
Party.
Doctor Care Anywhere | Annual Report 2023 27
Directors’ Report cont.
Going Concern
These financial statements have been prepared on a going concern basis, which assumes that the Group and the Company
will continue to be able to meet their liabilities as they fall due for the foreseeable future, which has been taken as 12 months
from the date of approval of the consolidated financial statements (“Forecast Period”).
The Directors have considered detailed cash flow forecasts to determine the appropriateness of preparing these financial
statements on a going concern basis.
On 11 December 2023 the Company announced the signing of a £10.6m convertible loan note, which was approved at a
shareholder meeting on 4 January 2024. The funds raised from these convertible loan notes were used to repay the £10m loan
facility with AXA Health. The notes are due for repayment on 31 December 2027, with no repayment of principal required until
maturity, representing a significant strengthening in the Company’s balance sheet.
The assumptions underpinning the forecast are dependent on a number of key assumptions and dependencies, the most
material of which are as follows:
• Minimum growth of 6% in demand for consultations from the Company’s existing customer base
• Revenue generated from new business wins following the relaxation in the exclusivity clause with AXA.
• Continued roll-out of the Company’s Mixed Clinical Workforce proposition, with approximately 40% of patients receiving
treatment from ANPs by year end
• The ability to manage clinician supply effectively to meet patient demand
• The ability to drive productivity gains which underpin the Company’s 2024 plan together with no material unanticipated
increases in non-operating costs
• The ability to implement inflation adjusted price increases pursuant to our agreement with AXA
Management has assessed all the above assumptions to be reasonable based upon its expectations of the business going
forward. As part of this going concern assessment, four scenarios were considered for the Group, being a management case
and three other scenarios using a set of plausible downside assumptions to that management case. The management case is
built up from detailed projections and the aforementioned assumptions. The downside scenarios considered were as follows:
• Existing customer base consultation volumes being 5% below the management case;
• No new business wins in year;
• Reduction of 2.0ppt in forecast inflationary uplift to consultation prices in April 2024 below the management case.
In all three downside scenarios and for all three scenarios combined, the Group had adequate resources to continue in
operational existence for the going concern period. In order for the Company to no longer remain a Going Concern, the
following individual scenarios would be required:
• Existing business consultation volumes to fall by 17% below the management case; or
• Reduction of 6.9% in consultation prices from April 2024
Management considers the possibility of the above scenarios to be unlikely. Overall the Group has traded at or above the
management case for the first two months of the 2024 financial year. The Directors consider that the Group is well positioned
to manage its business risks and have had regard to a number of factors including current trading performance, the outcomes
of comprehensive forecasting, and a range of possible future trading impacts. The Directors are of the view that there is a
reasonable expectation that the Group has adequate resources to continue in operational existence for the next 12 months
following the date of approval of the financial statements. For this reason, they continue to adopt a going concern basis in the
preparation of these financial statements.
John Stier
John Stier
Chair
27th March 2024
28 Doctor Care Anywhere | Annual Report 2023
Corporate Governance Statement
Doctor Care Anywhere Group PLC (08915336) (ARBN 645 163 873) (“Company”)
Corporate Governance Statement
Doctor Care Anywhere Group PLC (ASX:DOC, “Doctor Care Anywhere” or “the Company”) is pleased to provide its Corporate
Governance Statement for the year ended 31 December 2023. This Statement was approved by the Board on 26 March 2024
and is current as at the date of approval.
The Company seeks to align its governance with the recommendations of the ASX Corporate Governance Council in the
fourth edition of its Corporate Governance Principles and Recommendations (ASX Recommendations). Where its policies
and processes of governance diverge from the ASX Recommendations (which are not mandatory), it identifies those areas and
explains the reasons for diverging and what (if any) alternative governance practices the Company has adopted or will adopt
instead of the relevant ASX Recommendation.
The Company’s corporate governance policies were first adopted on 30 October 2020 and are periodically reviewed. Copies
are available in the “Investor” section of the Company’s website www.doctorcareanywhere.com.
Capitalised terms not defined in this Corporate Governance Statement have the same meanings as shown in the prospectus
dated 30 October 2020 issued by the Company on listing (Prospectus).
Principles and Recommendations
Compliance by the Company
Principle 1 – Lay solid foundations for management and oversight
A listed entity should establish and disclose the respective roles and responsibilities of its board and management and how
their performance is monitored and evaluated.
Recommendation 1.1
The Company complies with this ASX Recommendation.
A listed entity should review and disclose a
board charter setting out:
(a) the respective roles and responsibilities of
its board and management; and
The Board Charter reflects the responsibilities laid out in the ASX
Recommendation, It sets out the principles for the operation of the Board
and describes the functions of the Board and the functions delegated to
management of the Company.
(b) those matters expressly reserved to
the board and those delegated to
management.
Recommendation 1.2
A listed entity should:
(a) undertake appropriate checks before
appointing a director or senior executive,
or putting someone forward for election
as a director; and
(b) provide security holders with all material
information in its possession relevant to
a decision on whether or not to elect or
re-elect a director.
Clause 2 of the Board Charter sets out the responsibilities and functions of
the Board. The Board may delegate certain matters to a committee of the
Board specifically constituted for the relevant purpose.
Clauses 3, 8 and 9 of the Board Charter set out the responsibilities delegated
to the Chief Executive Officer, the Chair and the Company Secretary.
The Board Charter is available for inspection on the Company’s website.
The Company complies with this ASX Recommendation.
The Board undertakes appropriate checks (including checks in respect of
character (criminal record and bankruptcy history), experience, education,
directorships or executive commitments and any conflicts of interest) to
satisfy themselves of the suitability and skillset of an appointee before
making any recommendations for appointment or re-election.
Clauses 4, 5, 6 and 7 of the Board Charter set out how the Board carries
out its responsibilities with regard to the appointment and performance of
directors. The Remuneration and Nominations Committee is responsible
for providing shareholders with all material information in its possession
relevant to a proposal to elect or re-elect a director at the relevant General
Meeting, including information on a director’s qualifications and experience
and the benefit such an appointment brings to the Board. Details of all
directors and Board officers are laid out in the Directors’ Report contained
in the Company’s Annual Report
Doctor Care Anywhere | Annual Report 2023 29
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 1.3
The Company complies with this ASX Recommendation.
A listed entity should have a written
agreement with each director and senior
executive setting out the terms of their
appointment.
The Company has a written agreement with each director and senior
executive setting out the terms of their appointment.
Recommendation 1.4
The Company complies with this ASX Recommendation.
The Company Secretary of a listed entity
should be accountable directly to the board,
through the chair, on all matters to do with
the proper functioning of the board.
Recommendation 1.5
A listed entity should:
(a) have and disclose a diversity policy;
(b) through its board or a committee of
the board set measurable objectives
for achieving gender diversity in
the composition of its board, senior
executives and workforce generally; and
(c) disclose in relation to each reporting
period:
(i) the measurable objectives set for that
period to achieve gender diversity;
(ii) the entity’s progress towards
achieving those objectives; and
(iii) either:
(A) the respective proportions of men and
women on the board, in senior executive
positions and across the whole workforce
(including how the entity has defined
“senior executive” for these purposes); or
(B) if the entity is a “relevant employer” under
the Workplace Gender Equality Act, the
entity’s most recent “Gender Equality
Indicators”, as defined in and published
under the Act.
Clause 9 of the Board Charter provides that the Company Secretary is
accountable directly to the Board, through the chair, on all matters to do
with the proper functioning of the Board.
The Company complies with this ASX Recommendation.
The Company has a Diversity Policy which is disclosed on the Company’s
website.
Clause 3 of the Diversity Policy sets out the Board’s responsibilities for,
among other things, annually setting and reviewing measurable objectives
to promote gender diversity including in respect of women in leadership,
age diversity and cultural diversity in the composition of its Board, senior
management and workforce, and assessing annually the Company’s
progress in achieving them.
As at the end of 2023 the Board had an equal gender balance of 2 male and
2 female Directors. With the appointment of the Chief Executive Officer
to the Board, the balance has changed slightly, while senior management
gender balance has improved with the appointment of a female Chief
Financial Officer. The Company remains committed to diversity at all levels
of the organisation; however, at this stage in the Company’s development
it has not set specific targets below Board level.
The Board will disclose, in relation to each reporting period, the respective
proportions of men and women on the Board, in senior executive positions
and across the whole organisation.
The Company also undertakes an annual gender pay gap analysis which is
presented to the Board for decisions on any remedial action that needs to
be taken. Findings are also published on the Company’s website.
Recommendation 1.6
A listed entity should:
(a) have and disclose a process for evaluating
the performance of the board, its
committees and individual directors; and
(b) disclose for each reporting period
whether a performance evaluation has
been undertaken in accordance with that
process during or in respect of that period.
The Company complies with this ASX Recommendation.
Clause 7 of the Board Charter sets out the process for regular review of the
performance of the Board, its committees and each director. Any director
standing for election or re-election is individually reviewed before they are
proposed, and the Board aims to undertake an annual Board evaluation,
using external evaluators where appropriate.
The 2023 Board evaluation was delayed in view of board changes and key
transformational changes during the year, and was completed in January
2024. The conclusions are summarised on Page 27 of this Annual Report.
30 Doctor Care Anywhere | Annual Report 2023
Principles and Recommendations
Compliance by the Company
Recommendation 1.7
A listed entity should:
(a) have and disclose a process for evaluating
the performance of its senior executives at
least once every reporting period; and
(b) disclose for each reporting period
whether a performance evaluation has
been undertaken in accordance with that
process during or in respect of that period.
Principle 2 – Structure the board to add value
The Company complies with this ASX Recommendation.
Clause 7 of the Board Charter requires the Board (with guidance from
the Remuneration and Nomination Committee) to review annually the
performance of the Chief Executive Officer and other senior executives
against guidelines approved by the Board.
Given the changes at senior executive level during the year, the performance
evaluation was deferred until early 2024: the outcomes are summarised on
Page 27 of the Annual Report.
A listed entity should have a board of an appropriate size, composition, skills and commitment to enable it to discharge its
duties effectively.
Recommendation 2.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
(a) have a nomination committee which:
(i) has at least three members, a majority
of whom are independent directors;
and
(ii) is chaired by an independent director;
and disclose:
(iii) the charter of the committee;
(iv) the members of the committee;
(v) as at the end of each reporting period,
the number of times the committee
met throughout the period and the
individual attendances of the members
at those meetings; or
(b) if it does not have a nomination
committee, disclose that fact and the
processes it employs to address board
succession issues and to ensure that the
board has the appropriate balance of skills,
knowledge, experience, independence
and diversity to enable it to discharge its
duties and responsibilities effectively.
The Company has a Remuneration and Nominations Committee. The
Remuneration and Nominations Committee Charter (RNC Charter) which is
disclosed on the Company’s website sets out the roles and responsibilities
of the Remuneration and Nominations Committee.
Clause 2(a) of the RNC Charter requires that, to the extent practicable
given the size and composition of the Board from time to time, the
Remuneration and Nominations Committee should comprise a minimum
of three members, all of whom are independent directors and be chaired
by an independent director.
The members of the Remuneration and Nominations Committee are
Romana Abdin (Independent Non-Executive Director) who chairs the
Committee, John Stier (Independent Non-Executive Chair of the Board)
and Dr Aleksandra Spencer (Independent Non-Executive Director).
The Company has disclosed, as at the end of each reporting period, the
number of times the Remuneration and Nominations Committee met
throughout the period and the individual attendances of the members at
those meetings.
Recommendation 2.2
The Company complies with this ASX Recommendation.
A listed entity should have and disclose a
board skills matrix setting out the mix of skills
that the board currently has or is looking to
achieve in its membership.
Under Clause 4 of the RNC Charter, the Remuneration and Nominations
Committee is responsible for managing and considering the board skills
matrix setting out the mix of skills and experience that the Board currently
has or is looking to achieve in its membership. The current board skills
matrix is set out in the Remuneration Report of this Annual Report and
Accounts which will be published on the Company’s website.
Doctor Care Anywhere | Annual Report 2023 31
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 2.3
The Company complies with this ASX Recommendation.
A listed entity should disclose:
(a) the names of the directors considered by
the board to be independent directors;
(b) if a director has an interest, position or
relationship of the type described in Box
2.3 but the board is of the opinion that it
does not compromise the independence
of the director, the nature of the interest,
position or relationship in question and
an explanation of why the board is of that
opinion; and
(c) the length of service of each director.
The Directors’ Report in this Annual Report and Accounts contains details of
the current directors and whether they are considered to be independent.
In accordance with the Company’s Board Charter, directors must disclose
their interests, positions, associations or relationships. Any such interests
are reviewed by the Board regularly and at each meeting the directors must
disclose any interests relevant to the matters under discussion to ensure
they do not compromise the ability of the affected director to exercise their
independent judgment. The independence of the directors is regularly
assessed by the Board in light of such disclosures. Details of the Directors’
interests, positions, associations and relationships are provided in the
Directors’ Report.
The Directors’ Report also shows the respective directors’ length of service.
As at the date of this Report, the longest-serving director was David Ravech,
who joined the Board in 2015. None of the remaining directors had served
more than four years in office as at the date of this Report.
Recommendation 2.4
The Company complies with this recommendation.
A majority of the board of a listed entity
should be independent directors.
Clause 5 of the Board Charter provides that the majority of the Board should,
to the extent practicable given the size and composition of the Board from
time to time, be comprised of independent directors. The Board consists
of 3 Independent Non-Executive Directors, 1 Non-Executive Director and 1
Executive Director
Recommendation 2.5
The Company complies with this ASX Recommendation.
The chair of the board of a listed entity should
be an independent director and, in particular,
should not be the same person as the CEO of
the entity.
The Chair of the Board is an Independent Non-Executive Director. The
Chief Executive Officer is a separate person.
Recommendation 2.6
The Company complies with this ASX Recommendation.
A listed entity should have a program for
inducting new directors and for periodically
reviewing whether there is a need for
existing directors to undertake professional
development opportunities to maintain the
skills and knowledge needed to perform their
role as directors effectively.
Under Clause 2 of the Board Charter, the Board is responsible for the
Company’s induction program for new directors and periodic review and
facilitation of ongoing professional development for directors.
Under Clause 9 of the Board Charter the Company Secretary, together with
the guidance of the Board’s Remuneration and Nomination Committee and
the assistance of the Board, organises induction and facilitates ongoing
professional development training for directors.
The Remuneration and Nomination Committee is responsible for reviewing
the Company’s induction program and ensuring continuing directors are
provided with appropriate opportunities to develop and maintain the skills
and knowledge needed to perform their role.
Clause 10 of the Board Charter provides that new directors will be briefed
on their roles and responsibilities and time will be allocated at Board and
committee meetings for continuing education on significant issues facing
the Company and changes to the regulatory environment.
32 Doctor Care Anywhere | Annual Report 2023
Principles and Recommendations
Compliance by the Company
Principle 3 – Instil a culture of acting lawfully, ethically and responsibly
A listed entity should instil and continually reinforce a culture across the organisation of acting lawfully, ethically and
responsibly.
Recommendation 3.1
The Company complies with this ASX Recommendation.
A listed entity should articulate and disclose
its values
The Company publishes
The core values are:
its Statement of Values on
its website.
Recommendation 3.2
A listed entity should:
(a) have a code of conduct for its directors,
senior executives and employees; and
(b) ensure that the board or a committee
of the board is informed of any material
breach of that code.
Recommendation 3.3
A listed entity should:
(a) have and disclose a whistleblower policy;
and
(b) ensure that the board or a committee
of the board is informed of any material
incidents reported under that policy
Recommendation 3.4
A listed entity should:
(a) have and disclose an anti-bribery and
corruption policy; and
(b) ensure the board or a committee of
the board is informed of any material
breaches of that policy.
• patient oriented – the patient is always at the heart of our thinking,
and we fully are committed to delivering the best possible outcomes
for all;
•
innovation – every day, we are looking for new ways to make a
difference and continuously push the boundaries of what is possible;
• unity – we know that we are at our best when we work together.
Whether that be with our internal colleagues or external partners, we
have the biggest impact when we team up to win;
• excellence – we maintain the highest standards when it comes to the
quality of our work, and this attracts the brightest and best minds to
join our team; and
•
Integrity – our people do the right thing regardless of who is watching.
We do not take shortcuts that will compromise our commitments to
clients or patients.
The Company complies with this ASX Recommendation.
The Company has a Code of Conduct which applies to, among others, its
directors, senior executives and employees.
Clause 18 of the Code of Conduct requires that, where appropriate, the
Board will be informed of material breaches of the Code of Conduct.
The Company complies with this ASX Recommendation.
The Company has a Whistleblower Protection Policy which is disclosed on
the Company’s website.
Clause 13 of the Company’s Whistleblower Policy provides for at least
quarterly reports to the Board, where appropriate, whilst maintaining
confidentiality on all active reported matters under the Policy. The Board
must also be kept informed of material incidents reported under the
Whistleblower Policy.
The Company complies with this ASX Recommendation.
The Company has an anti-bribery and corruption policy (ABC Policy)
published on the Company’s website.
Under Clause 4 of the ABC Policy, all material breaches of the ABC Policy
must be reported immediately to the Board.
Doctor Care Anywhere | Annual Report 2023 33
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Principle 4 – Safeguard integrity in corporate reporting
A listed entity should have appropriate processes to verify the integrity of its corporate reports
Recommendation 4.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
(a) have an audit committee which:
(i)
has at least three members, all of
whom are non-executive directors and
a majority of whom are independent
directors; and
(ii) is chaired by an independent director,
who is not the chair of the board,
and disclose:
(iii) the charter of the committee;
(iv) the relevant qualifications and
experience of the members of the
committee; and
(v) in relation to each reporting period,
the number of times the committee
met throughout the period and the
individual attendances of the members
at those meetings; or
(b) if it does not have an audit committee,
disclose that fact and the processes it
employs that independently verify and
safeguard the integrity of its corporate
reporting, including the processes for the
appointment and removal of the external
auditor and the rotation of the audit
engagement partner.
Recommendation 4.2
The board of a listed entity should, before
it approves the entity’s financial statements
for a financial period, receive from its
CEO and CFO a declaration that, in their
opinion, the financial records of the entity
have been properly maintained and that
the financial statements comply with the
appropriate accounting standards and give
a true and fair view of the financial position
and performance of the entity and that the
opinion has been formed on the basis of
a sound system of risk management and
internal control which is operating effectively.
The Company has an Audit and Risk Management Committee. The
Audit and Risk Management Committee Charter (ARMC Charter), which
is published on the Company website, sets out the Audit and Risk
Management Committee’s roles and responsibilities.
Clauses 2(a) and 2(d) of the ARC Charter provide that the Committee should
to the extent practicable, given the size and composition of the Board from
time to time, have at least three members, all of whom are non-executive
directors and a majority of whom are independent directors, and the
Committee should be chaired by an independent director who is not the
chair of the Board.
The members of the Audit and Risk Management Committee are Dr
Aleksandra Spencer (Chair of the Committee), Romana Abdin and John
Stier. All three are Independent Non-Executive Directors.
The Company will disclose, in relation to each reporting period, the number
of times the Committee met throughout the period and the individual
attendances of the members at those meetings.
Under the ARMC Charter, the Audit and Risk Management Committee meets
with management and with the Company’s independent external auditors
to review the financial statements before making any recommendation to
the Board.
Clause 4.3(i) of the ARMC Charter requires the CEO and the CFO to provide
assurance in these terms to the ARMC. The Company obtains a declaration
in these terms from the CEO and CFO for each of its financial statements in
each financial year.
The Audit and Risk Management Committee is also responsible for
ensuring that appropriate systems and processes are in place as the basis
upon which the CEO and CFO are able to form their opinion and provide
the relevant declarations in relation to the Company’s financial statements.
Recommendation 4.3
The Company complies with this ASX Recommendation.
A listed entity should disclose its process to
verify the integrity of any periodic corporate
report it releases to the market that is not
audited or reviewed by an external auditor.
Clause 4.3(d) of the ARMC Charter requires the Audit and Risk Management
Committee to ensure that before any periodic corporate report of the
Company is released to the market that has not been subject to audit
or review by an external auditor, it has satisfied itself that the report is
materially accurate and balanced and provides the appropriate information
for investors. The process by which the ARMC assures itself of the integrity
of such reporting is disclosed in the Annual Report and Accounts.
34 Doctor Care Anywhere | Annual Report 2023
Principles and Recommendations
Compliance by the Company
Principle 5 – Make timely and balanced disclosure
A listed entity should make timely and balanced disclosure of all matters concerning it that a reasonable person would
expect to have a material effect on the price or value of its securities.
Recommendation 5.1
The Company complies with this ASX Recommendation.
A listed entity should have and disclose
a written policy for complying with its
continuous disclosure obligations under
listing rule 3.1.
The Company has a Disclosure Policy for complying with its continuous
disclosure obligations under ASX Listing Rule 3.1 which is published on the
Company’s website.
Recommendation 5.2
The Company complies with this ASX Recommendation.
A listed entity should ensure that its board
receives copies of all material market
announcements promptly after they have
been made.
All material market announcements are approved by the Board prior to
release and copies circulated.
Recommendation 5.3
The Company complies with this ASX Recommendation.
A listed entity that gives a new and
substantive investor or analyst presentation
should release a copy of the presentation
material on the ASX Market Announcements
Platform ahead of the presentation.
Clause 9(b) of the Disclosure Policy requires that ahead of any new and
substantive investor or analyst presentation, a copy of the presentation
materials must be released to ASX (even if the information in the
presentation would not otherwise require market disclosure).
Principle 6 – Respect the rights of security holders
A listed entity should provide its security holders with appropriate information and facilities to allow them to exercise their
rights as security holders effectively.
Recommendation 6.1
The Company complies with this ASX Recommendation.
A listed entity should provide information
about itself and its governance to investors
via its website.
Information about the Company and its governance can be found on the
Company’s website www.doctorcareanywhere.com.
Recommendation 6.2
The Company complies with this ASX Recommendation.
A listed entity should have an investor
relations program that facilitates effective
two-way communication with investors.
The Company’s Shareholder Communication Policy provides for an investor
relations program which actively encourages two-way communication
with investors:
•
through the Company’s AGM, where shareholder participation is
actively encouraged and facilitated; and
• by providing security holders with information via the “Investors”
section of the Company’s website and the option to receive company
information electronically by registering their email address with the
Company’s share registry.
• The Chief Executive, the Chair and other senior management make
themselves available for meetings and calls with investors at the time
of publication of the annual and half-year results
Doctor Care Anywhere | Annual Report 2023 35
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Recommendation 6.3
The Company complies with this ASX Recommendation.
A listed entity should disclose how it
facilitates and encourages participation at
meetings of security holders.
Security holders are encouraged to participate at all general meetings and
AGMs of the Company. The Company’s constitution allows the Company
to hold “virtual” meetings and to enable shareholders to vote and ask
questions by electronic means. Wherever practicable, the Company will
consider the use of technological solutions to encourage participation by
shareholders.
The Company’s Securityholder Communication Policy is disclosed on its
website.
Recommendation 6.4
The Company complies with this ASX Recommendation.
A listed entity should ensure that all
substantive resolutions at a meeting of
security holders are decided by a poll rather
than by a show of hands.
Clause 6(g) of the Company’s Shareholder Communication Policy provides
that all substantive resolutions at a meeting of security holders will be
decided by a poll rather than a show of hands.
Recommendation 6.5
The Company complies with this ASX Recommendation.
A listed entity should give security holders
the option to receive communications from,
and send communications to, the entity and
its security registry electronically.
Principle 7 – Recognise and manage risk
Under Clause 2 of the Company’s Shareholder Communication Policy,
security holders are encouraged to register with the Company’s Registrars
to receive company information electronically.
A listed entity should establish a sound risk management framework and periodically review the effectiveness of that
framework
Recommendation 7.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
(a) have a committee or committees to
oversee risk, each of which:
The Company has an Audit and Risk Management Committee. The ARMC
Charter disclosed on the Company’s website sets out the Committee’s roles
and responsibilities.
(i) has at least three members, a majority
of whom are independent directors;
and
(ii) is chaired by an independent director,
and disclose:
(iii) the charter of the committee;
(iv) the members of the committee; and
(v) as at the end of each reporting period,
the number of times the committee
met throughout the period and
the individual attendances of the
members at those meetings; or
(b) if it does not have a risk committee or
committees that satisfy (a) above, disclose
that fact and the processes it employs for
overseeing the entity’s risk management
framework.
Clauses 2(a) and 2(d) of the ARC Charter provides that the Committee should
to the extent practicable, given the size and composition of the Board from
time to time, have at least three members, all of whom are non-executive
directors and a majority of whom are independent directors, and the
Committee should be chaired by an independent director who is not the
chair of the Board.
The members of the Audit and Risk Management Committee are Dr
Aleksandra Spencer (Chair of the Committee and Independent Non-
Executive Director), Romana Abdin (Independent Non-Executive Director),
John Stier (Chair of the Board and Independent Non-Executive Director)
and David Ravech (Non-Executive Director).
The Company discloses in its Annual Report the number of times the Audit
and Risk Management Committee met throughout the relevant reporting
period and the individual attendances of the members at those meetings.
36 Doctor Care Anywhere | Annual Report 2023
Principles and Recommendations
Compliance by the Company
Recommendation 7.2
The Company complies with this ASX Recommendation.
The board or a committee of the board
should:
(a) review the entity’s risk management
framework at least annually to satisfy
itself that it continues to be sound and
that the entity is operating with due
regard to the risk appetite set by the
board; and
(b) disclose, in relation to each reporting
period, whether such a review has taken
place.
Clause 4.2(j) of the ARMC Charter require the Audit and Risk Management
Committee to review at least annually the Company’s risk management
framework to satisfy itself that it continues to be sound and that the
Company is operating with due regard to the risk appetite set by the Board.
The Company will disclose, in relation to each reporting period, whether
such a review has taken place
Recommendation 7.3
The Company complies with this ASX Recommendation.
A listed entity should disclose:
(a) if it has an internal audit function, how
the function is structured and what role it
performs; or
(b) if it does not have an internal audit
function, that fact and the processes it
employs for evaluating and continually
improving the effectiveness of its
governance, risk management and
internal control processes.
The Board does not consider the Company would benefit from having an
internal audit function. The ARMC Charter provides for the Risk and Audit
Committee Management Committee to manage audit arrangements and
auditor independence, including considering whether an internal audit
function is required and, if not, ensuring that the Company discloses the
processes it employs to evaluate and improve its risk management and
internal control processes.
The Company employs the following processes for evaluating and
continually improving the effectiveness of its risk management and
internal control processes:
•
the Board is responsible for:
– overseeing the establishment of and approving the Company’s
risk management framework (for both financial and non-financial
risks), including developing the strategies, policies, procedures and
systems;
– disclosing any material exposure that the Company has to
environmental or social risks and how the Company intends to
manage those risks; and
– ensuring that risk considerations are incorporated into strategic and
business planning; and
•
the Audit and Risk Management Committee is responsible for:
– reviewing at least annually the Company’s internal control and risk
management systems, which includes considering and overseeing
implementation (to the extent adopted by the Company) of
recommendations made by external auditors;
– reporting to the Board in a timely manner on internal control, risk
management and compliance matters which significantly impact
upon the Company;
– conducting an annual review of the Committee’s work and reporting
on outcomes to the Board.
Recommendation 7.4
The Company complies with this ASX Recommendation.
A listed entity should disclose whether it has
any material exposure to environmental or
social risks and, if it does, how it manages or
intends to manage those risks.
Clause 1(d)(i)(B) of the ARMC Charter requires the Company management
to disclose any material exposure to environmental or social risks and
how the Company intends to manage those risks. The Company will
disclose whether it has any material exposure to such risks and, if it does,
how it manages or intends to manage them.
Doctor Care Anywhere | Annual Report 2023 37
Corporate Governance Statement cont.
Principles and Recommendations
Compliance by the Company
Principle 8 – Remunerate fairly and responsibly
A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive
remuneration to attract, retrain and motivate high quality senior executives and to align their interests with the creation of
value for security holders and with the entity’s values and risk appetite.
Recommendation 8.1
The Company complies with this ASX Recommendation.
The board of a listed entity should:
(a) have a remuneration committee which:
(i) has at least three members, a majority
of whom are independent directors;
and
(ii) is chaired by an independent director.
and disclose:
(i) the charter of the committee;
(ii) the members of the committee; and
(iii) as at the end of each reporting period,
the number of times the committee
met throughout the period and the
individual attendances of the members
at those meetings; or
(b) if it does not have a remuneration
committee, disclose that fact and the
processes it employs for setting the
level and composition of remuneration
for directors and senior executives and
ensuring that such remuneration is
appropriate and not excessive.
The Company has a Remuneration and Nominations Committee. The
charter of the Remuneration and Nominations Committee (RNC Charter)
sets out the roles and responsibilities of the Remuneration and Nomination
Committee.
Clause 2 of the RNC Charter requires that, to the extent practicable given the
size and composition of the Board from time to time, the Remuneration and
Nominations Committee should comprise a minimum of three members,
all of whom are independent directors and be chaired by an independent
director.
The members of the Remuneration and Nominations Committee are
Romana Abdin (Independent Chair) Dr Aleksandra Spencer (Independent
Non-Executive Director) and John Stier (Chair of the Board and Independent
Non-Executive Director). The RNC Charter is disclosed on the Company’s
website.
The Company discloses in its Annual Report the number of times the
Remuneration and Nominations Committee met throughout the relevant
reporting period and the individual attendances of the members at those
meetings.
Recommendation 8.2
The Company complies with this ASX Recommendation.
A listed entity should separately disclose
its policies and practices regarding the
remuneration of non-executive directors and
the remuneration of executive directors and
other senior executives.
Recommendation 8.3
A listed entity which has an equity-based
remuneration scheme should:
(a) have a policy on whether participants
are permitted to enter into transactions
(whether through the use of derivatives or
otherwise) which limit the economic risk
of participating in the scheme; and
(b) disclose that policy or a summary of it.
Details of the Company’s remuneration policies and practices for non-
executive directors, executive directors and senior management are
included in the Company’s Remuneration Report, which forms part of the
Annual Report and Accounts.
Clauses 5 and 6 of the Securities Trading Policy prohibit directors and
senior management (and their associated investment vehicles) from
trading securities that limit the economic risk of security holdings that are
unvested or which are subject to disposal restrictions.
There is no prohibition on any other securities
38 Doctor Care Anywhere | Annual Report 2023
Principles and Recommendations
Compliance by the Company
Principle 9 – Additional recommendation that apply only in certain cases
Recommendation 9.1
This is not applicable
A listed entity with a director who does not
speak the language in which board or security
holder meetings are held or key corporate
documents are written should be disclosed
the processes it had in place to ensure the
director understands and can contribute
to the discussion at those meetings and
understands and can discharge their
obligations in relation to those documents.
Recommendation 9.2
The Company complies with this ASX Recommendation.
A listed entity established outside Australia
should ensure that meetings of security
holders are held at a reasonable place
and time.
Article 50 of the Company’s Articles of Association requires notice of
annual general meetings and other general meetings to be given to security
holders 21 days and 14 days in advance respectively and to specify the date,
time and place of the general meeting. Under Article 61 of the Articles
of Association, the Company may hold a general meeting physically
(including overflow meeting rooms) and/or by electronic means using any
technology that gives security holders as a whole a reasonable opportunity
to participate.
Meeting are held wherever practicable at times designed to facilitate
participation by security holders whether based in the UK or Australia.
Recommendation 9.3
The Company complies with this ASX Recommendation.
A listed entity established outside Australia,
and an externally managed listed entity that
has a AGM, should ensure that its external
auditor attends its AGM and is available to
answer questions from security holders
relevant to the audit.
The Company’s Articles of Association require notices of meeting to be
given to the Company’s auditors. The Company ensures its external auditor
attends its AGM and is available to answer questions from security holders
relevant to the audit.
Doctor Care Anywhere | Annual Report 2023 39
Appendix A
Board Skills Matrix
In considering the appointment of, or recommendation for re-appointment of, Directors, the Board has regard to the Board
Skills Matrix set out below. The Board seeks to collectively represent a balance of skills.
All Directors are expected to actively support the core values of Doctor Care Anywhere Group PLC (645 163 873), and to work
diligently to safeguard the long-term interests of the Company and its value to Shareholders. All Directors must demonstrate a
track record of ethical leadership and accountability, of operating successfully in an environment of challenge and collegiality,
and of understanding commercial risk/return trade offs.
This Board skills matrix (“Matrix”) provides a guide as to the competence, being the skills, knowledge, experience, personal
attributes and other criteria, that the Company has or is looking to achieve in its Board membership. The Matrix is designed to
identify the current competencies of the Board and assist in recruitment and succession planning.
Competence is broadly considered across the following themes:
• Governance, for performing the Board’s key functions;
•
Industry, for the Company operating in its industry or industry sector
• Personal attributes considered desirable for an effective Director.
Use of Matrix
The competence should be reviewed in light of the Company’s strategy and objectives, and the current and expected external
market conditions. The collective capability of the current board is assessed against requirements and the search then focuses
on finding a board member who will best complement the current mix of capability on the board.
The Board considers that a Director has a particular competence if there is a reasonable basis to infer the existence of that
competence or demonstrated practical use or application of that competence.
The Matrix can be used for induction and training and development initiatives for a Director and the Board broadly. Further,
the Matrix may be a suitable format to identify a Director’s expertise for re-election to the Board.
The Remuneration and Nominations Committee of the Board has responsibility for maintaining and reviewing the Matrix. A
review will be performed periodically to ensure that the Board’s competence remains aligned with the Company’s strategy
and objectives as required.
Particular skills and experience which need to be adequately represented include (not in priority order):
40 Doctor Care Anywhere | Annual Report 2023
1. Governance skills competence
Skill / experience area
Description
Number of Board mem-
bers identified as having
that skill or experience
(out of 4)
Strategy (E)
Ability to deliberate strategically and identify and assess business
strengths, weaknesses, opportunities and threats, and propose and
implement effective strategies for the Company
Board experience (D)
Experience as a director of a company, preferably of a listed
company, and an understanding of:
• ASX Listing Rule requirements
• Listed company compliance requirements, including reporting
and shareholder meeting requirements
Risk and compliance
oversight (E)
Ability to identify material risks to the Company and its business
across its operational areas and monitor risk and compliance
management systems and procedures.
Financial Performance
(E)
Qualifications and experience in accounting, audit or finance and
the ability to assess:
• financial statements
• business viability and performance financially, and operationally
• oversee budgets and the efficient use of resources
• oversee funding arrangements
Knowledge and experience in the strategic use and governance of
information management and information technology.
Experience at an executive level including the ability to:
Information
technology strategy
and governance (D)
Executive management
(E)
High: 4
Medium:
Low:
High: 4
Medium:
Low:
High: 4
Medium:
Low:
High: 2
Medium: 2
Low:
High: 2
Medium: 2
Low:
High: 4
• appoint and evaluate the performance of the CEO and senior
Medium:
executive managers;
• oversee strategic human resource management including
workforce planning.
Commercial
experience (E)
Experience in delivering merger and acquisition projects in both a
domestic and global context.
Qualifications (D)
Experience working as an executive in multiple geographies,
including a strong understanding of global markets, and the macro-
political and economic environment.
Low:
High: 4
Medium:
Low:
High: 4
Medium:
Low:
Corporate Advisory (D)
Senior executive role or substantial Board experience with
remuneration frameworks that attract and retain a high calibre of
executives and other employees and promote inclusion and diversity.
High: 4
Medium:
Low:
Doctor Care Anywhere | Annual Report 2023 41
Board Skills Matrix cont.
2. Industry skills competence
Skill / experience area
Description
Board (Total directors: 6)
Company1 (D)
Deep experience in the Company’s critical areas of operation
High: 2
Growth stage,
Geography1 (D)
Medium: 2
Low:
High: 2
Medium: 2
Low:
Industry1 (D)
Experience in the Ecosystem in which the Company operates
High: 2
Medium: 2
Low:
1 Broken down into key components
E= Essential D= Desirable
Personal Skills Attributes
Attribute
Description
A commitment to:
Integrity (ethics)
• acting efficiently, honestly and fairly
•
fulfilling the duties and responsibilities of a director, and maintaining knowledge through
professional development of director obligations
• appropriately managing conflicts of interest, including being transparent and declaring
interests that are or may be perceived to be a potential conflict of interest
Analysis and problem
solving
The ability to analyse complex and detailed problems, readily understand issues, and
propose and implement innovative approaches and solutions to problems.
Leadership
Leadership skills including the ability to:
• appropriately represent the organisation
• set appropriate Board and Company culture
• make and take responsibility for decisions and actions
Collaboration
The ability to work collaboratively and respectfully with others to a high professional
standard.
42 Doctor Care Anywhere | Annual Report 2023
Doctor Care Anywhere | Annual Report 2023 43
Letter from the Chair of the Remuneration
and Nominations Committee
Dear Shareholders
On behalf of the Board, I am pleased to present Doctor Care Anywhere’s Remuneration report for the financial year
ending 31 December 2023
Over the next few pages, we set out the principles that underpin our Remuneration framework, our approach to Key
Management Personnel ( KMP) remuneration, remuneration outcomes in 2023 in the context of our business performance.
Performance for the year under review
This year has seen an increasing number of challenges impacting our sector, our business and our customers. Once again, our
employees have risen to the challenges delivering change, growth, and a continued focus on service to our customers. We
would like to thank the Executive team and all their team members for their hard work and commitment.
There can be no doubt that the cost of living crisis has affected many employees. We have prioritised our duty of care to our
employees throughout the year. As well as being a Living Wage employer, employees have access to a range of services and
benefits designed to take care of all aspects of wellbeing.
We strive to ensure that Leadership is held to account through setting stretching targets and assessing performance against
those targets. This year, the targets and objectives were partially met, therefore the committee approved a partial performance
bonus.
No changes were made to Board fees.
Looking Ahead
We will continue to develop our performance driven approach to remuneration to ensure that all our employees are rewarded
and incentivised to deliver our strategy creating value to all our stakeholders. We will also ensure that are approach to reward
continues to attract talented individuals who drive change and build on the culture of our business.
On behalf of the Committee, I would like to thank you for your continued support and look forward to engaging with you in 2024.
Romana Abdin
Chair of Remuneration and Nominations Committee
44 Doctor Care Anywhere | Annual Report 2023
Remuneration Report
This Remuneration Report (“the Report”) sets out Doctor Care Anywhere’s Executive Remuneration Framework and outcomes
for Key Management Personnel (“KMP”) of the Company for the year ended 31st December 2023.
References to Leadership Team in this Report are to both Leadership Team KMP and other non-KMP Leaders who report to
the CEO.
1. Remuneration Governance
The remuneration governance framework and related policies ensure that the integrity of the Company’s remuneration
strategy is maintained, and appropriate outcomes are delivered.
Reviews, challenges, and as appropriate, approves the Committee’s recommendations.
Assesses the performance of the CEO and approves CEO remuneration.
Board
Leadership Team
Regularly reports to
the Committee and
provides information
that make affect their
decision making.
May attend meetings
by invitation but
do not participate
in decisions
regarding their own
remuneration
Remuneration and Nominations Committee
Composed and Chaired by entirely independent
Non-Executive Directors.
Romana Abdin (Chair), John Stier
and Dr. Aleksandra Spencer.
.
Non-Executive Directors who are not Committee members
may attend on request or by invitation.
Advisors
Independent
remuneration advisors
are engaged from time
to time to provide
relevant information or
an external perspective
to support decision
making.
Reviews and makes
recommendations
to the Board on
remuneration structure
and quantum for the
CEO, Leadership Team
and Non-Executive
Director Fees
Ensures the DCA
remuneration approach
aligns with and
supports DCA’s purpose,
values, strategic objectives
and risk appetite.
Ensure remuneration
is sufficiently competitive
and flexible to
attract and retain
appropriately qualified
and experienced
Executives
The Remuneration and Nominations Committee (‘Committee’) is accountable to the Board for setting principles and policies
to attract, develop and retain a highly effective Board, and a talented and high performing CEO and Leadership Team; and for
performance management and succession planning to ensure Doctor Care Anywhere has the right people in place to deliver
its strategy. The Committee is authorised to seek external advice as required to support the carrying out of its duties.
Executive KMP remuneration and other key employment terms are formalised in individual employee agreements.
Prior to the appointment of a KMP and other Leadership Team members, the Company undertakes detailed checks into an
appointee’s background and experience.
Leadership team performance, including KMP’s, is assessed bi-annually by the CEO with input from the Remuneration
and Nominations Committee, with regular performance discussions taking place on an ongoing basis throughout the year.
Individual goals are set at the outset of the year which are aligned to the operating plan and are managed via the company
wide performance framework.
The CEO’s performance assessment is conducted by the Chair, reviewed and discussed by the Remuneration and Nominations
Committee, and then proposed to and approved by the Board, taking into account business performance, progress towards
other organisational goals, leadership capability and colleague engagement.
Doctor Care Anywhere | Annual Report 2023 45
Remuneration Report cont.
2. Executive KMP Remuneration Principles
Our remuneration framework is designed to support the Company’s mission and growth plans of delivering the best
possible patient experience and clinical care through digitally enabled, joined up, evidence-based pathways via Doctor Care
Anywhere’s telehealth platform.
The remuneration framework forms one part of our talent attraction, development and reward program and is underpinned
by four principles, that in turn inform the Leadership Team remuneration model.
Table 1: Remuneration principles and how applied
Remuneration Principles
Leadership Team Remuneration Model
Alignment between Leadership Team reward and
shareholder returns over the long-term
• Options on shares issued to Leadership Team members
upon appointment
• 40% of any annual bonus award is paid via options on
shares
Fair and competitive in the markets in which
the company operates to effectively support the
attraction and retention of talent
• Base salaries to sit between the 50th and 75th percentile
(the median) percentile within the relevant market.
Incentivise the delivery of exceptional patient care
• An annual bonus of up to 30% of base salary is available
Inspire individual and team performances, and be
flexible enough to drive business results
based on performance.
• Shared group performance metrics account for 60% of
the potential award.
•
Individual performance objectives account for the other
40% of the potential award.
Maximum Potential
remuneration
Bonus Award =
0% - 30%
of Fixed Salary
Bonus Award
Conditions
40%
60%
Payment
structure
40%
60%
Shared Group Metrics
Individual Objectives
Cash
Options
1.
2.
3.
4.
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0%
Remuneration
Fixed salary
Bonus range
46 Doctor Care Anywhere | Annual Report 2023
Fixed base salaries
Fixed base salaries are tested against the local market in which we operate. The level has been set to appropriately reflect the
Board’s expectation of full commitment and high performance at all times. The aim is for base salaries to sit between the 50th
and 75th percentile (the median) within the relevant market.
Following a commitment to the shareholders in FY22, the Remuneration Committee undertook an independent benchmarking
exercise in FY23 to understand the range of salaries/reward packages paid for roles of similar scope and scale and to provide
observations and recommendations around pay and benefits based on the evidence collated.
The results enabled the Committee to determine reward packages that are fair, motivational, and appropriate in the context
of the market.
The scope of the report included
• Assemble and present the best available benchmarks of remuneration components from the most relevant organisations.
• Recommend an appropriate remuneration framework that is fair, competitive, and motivational against the market.
The report was prepared following an extensive review of pay and reward data, industry intelligence, and market information
against specific relevant organisations. Overall, 46 data sets were gathered for the sample across all roles. This provided a
robust enough sample to evaluate and compare against.
Given the lack of publicly available data, the research concentrated on the resources of an in-house research team to gain
relevant information on appropriate and current reward structures within those peers identified.
The benchmarks relate to the company by sector, size and scope of the organisation, and the structure of the teams looking
at the job responsibilities and remit.
As part of the review, where appropriate, they gathered information around:
• Basic pay
• Pension
• Other benefits
In the report the following ratios were used:
• The first quartile, or lower quartile, has 25 percent of the data below it and the top 75 percent above it.
• The median divides the range in the middle and has 50 percent of the data above and below it.
• The third quartile, or the upper quartile, has 75 percent of the data below it and the top 25 percent above it.
• The mean is the average.
Following the report, no changes were made to the salaries of the Executive KMPs for FY23, there was one change to a
member of the LT.
Short Term Incentive (STI)
A potential annual bonus of up to 30% may be paid upon achievement of specific Company metrics and individual performance
objectives. 60% of the potential bonus is based on achievement of a small set of stretch group performance metrics, that
include select financial and operational goals. The other 40% of the potential bonus is based on the achievement of individual
performance objectives that cover areas such as delivery of strategic capability on time and within budget, special projects,
and patient and team safety metrics.
60% of any annual bonus award is paid in cash, the remaining 40% in share options under the terms of the Company’s
discretionary share option plan under which a company may grant options to employees. These share options vest over a
two-year period with 50% after one year and the remaining 50% after two years.
Doctor Care Anywhere | Annual Report 2023 47
Remuneration Report cont.
Long Term Incentive (LTI)
Upon appointment, Leadership Team members receive a one-off issue of options that forms a long-term wealth sharing plan
and promotes a longer-term shareholder value mindset. The award of options is issued 6-months after commencement of
employment (on successful completion of a probationary period) and vests progressively over four years assuming continued
employment. These options are issued at the VWAP based on the 15-day period preceding completion of 6 months of
employment.
A change has been made to these, whereby new LT appointments during FY24 will have the award of options after
commencement of day one of employment and vests over four years assuming continued employment
Pension, Superannuation
Retirement benefits are paid according to the employment jurisdiction’s laws. In the UK, employer pension contribution levels
are set at a minimum of 3% of the employee’s banded earnings. Employees must also make 5% contribution resulting in an
overall statutory minimum of 8% contribution to the Company’s pension scheme.
These principles and the overall remuneration plans are reviewed annually and assessed for alignment to market expectations
and business objectives.
3. KMP
There were a number of changes to the KMPs during 2023.
The KMP roles covered in this report include Executive KMP and Non-Executive KMP as shown below:
Table 2: Executive KMP and Non-Executive KMP in 2023
Executive KMP
Role
Period as KMP
Ben Kent
Interim Chief Executive Officer
From 13 February 2023
James Warren
Acting Chief Financial Officer
Full year
Non-Executive KMP Role
Period as KMP
Richard Dammery
Independent Non-Executive Director; Chairman
Until 28 March 2023
Vanessa Wallace
Independent Non-Executive Director
Until 28 March 2023
Simon Calver
Independent Non-Executive Director
Until 28 March 2023
Romana Abdin
Independent Non-Executive Director
David Ravech
Non-Executive Director
Full Year
Full Year
John Stier
Independent Non-Executive Director; Chair
Full Year
(Became Chair of the Board
on 29 March 2023)
Ola Spencer
Independent Non-Executive Director
From 03 July 2023
48 Doctor Care Anywhere | Annual Report 2023
4. Remuneration Outcomes for KMP
Table 3 below shows the actual remuneration outcomes for Executive KMP in 2023.
Table 3: Executive KMP 2023 Remuneration Outcomes
12 month period ended 31 Dec 2023
Director
Salary
Bonus
Fees
Ben Kent
176,778
_
James Warren
160,000
19,200
Total
336,778
19,200
_
_
_
PMI
Benefit
481
567
1,048
Benefits
including
travel and
accommo-
dation
_
–
_
Pension
Share
Options
Total
_
9,403
186,662
1,321
1,367
182,455
1,321
10,770
369,117
Notes to Executive KMP remuneration outcomes:
• Mark Taylor stepped down from active participation in the business on 3 December 2022, and was not remunerated from
this point. He is therefore not reflected in this report. Mark was appointed as Interim CEO from 12 September 2022 on a
consultancy basis. He did not receive STI or LTI and was paid on a per diem basis.
• Ben Kent was appointed as Interim CEO from 13 February 2023 on a 12 month Fixed term contract. Ben received a base
salary of £200k and was granted 500,000 share options that vested over a 12 month period.
• James Warren was appointed as Acting Chief Financial Officer from 01 September 2022 and remained in this position for
the whole of 2023. James’ bonus was accrued in 2023 and is payable in 2024. 60% of the bonus is to be paid in cash and
40% in shares.
• STI KPIs for 2022 were not met, therefore no performance bonuses or incentives were paid to Executive KMPs in 2023.
Table 4 below shows the actual remuneration outcomes for Non-Executive KMP in 2023:
Table 4: Non-Executive KMP 2023 Remuneration Outcomes
12 month period ended 31 Dec 2023
Director
David Ravech
Romana Abdin
Simon Calver
Richard Dammery
Vanessa Wallace
John Stier
Ola Spencer
Total
Fees – All Directors fees
50,000
60,000
12,500
31,250
12,097
127,917
29,167
322,931
Total
50,000
60,000
12,500
31,250
12,097
127,917
29,167
322,931
Doctor Care Anywhere | Annual Report 2023 49
Remuneration Report cont.
Notes to Executive KMP remuneration outcomes:
• The Non-Executive Directors are not employees and are contracted via a Letter of Appointment detailing the terms of
their engagement. They are paid a base fee of £50,000 per annum and are entitled to claim all reasonable and properly
documented expenses incurred in the performance of their duties.
• Committee Chairs receive an additional £10,000 per annum. Directors do not receive fees for Committee membership.
• Simon Calver, Vanessa Wallace and Richard Dammery left the business as of 28 March 2023 and were remunerated until
this date.
• There were no special exertion payments made to committee members during this period.
• The total pool for Board remuneration is set at £500,000.
5. Other KMP Disclosures
Table 5 below sets out a summary of KMP CDI (share) holdings as at 31st December 2023. On 5 December 2022, 139,422,136
fully paid ordinary shares were released from escrow having been subject to the escrow arrangement since the IPO in 2020.
Included within the shares released from escrow are shares held by KMP, and these shares are included in the table below.
Table 5: KMP Shareholdings as at 31 December 2023
Shares at end
of 2022
Shares acquired
due to exercise of
options
Purchase of Shares
on Market
Sales of Shares
Shares at the end
of 2023
Executive KMP
James Warren
Ben Kent
Mark Taylor
-
-
-
Non-Executive KMP
Romana Abdin
25,000
Simon Calver
82,188
Richard Dammery1
117,796
David Ravech2
44,264,604
Vanessa Wallace
367,500
John Stier
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,000,000
-
-
-
-
-
-
-
-
-
-
-
-
25,000
82,188
117,796
44,264,604
367,500
1,000,000
Notes:
1 Share held through Aestel PTY LTD
2. Shares held through Carani Holdings Limited
50 Doctor Care Anywhere | Annual Report 2023
Table 6: Executive KMP Holdings of Options Over Shares
Options held at 31 December 2022
Change in 2023 (note 4)
Options held at 31 December 2023
# of
Unexercised
options
Exercise
price
Expiry
date
# Options
issued/
(forfeited)
# Options
exercised
Total
vested
Total
unvested
Total
unexercised
options
CSOP1
James Warren
50,000
£0.30
14/02/2032
50,000
CSOP2
Ben Kent
–
–
–
500,000
–
–
28,125
21,875
50,000
375,000
125,000
500,000
Notes:
1: CSOP: Tenure-based options with an exercise price of £0.30 issued on 14 February 2022, with 25% vesting on issue date
and the remaining 75% vesting quarterly over three years. These options expire on the 14 February 2032.
2: CSOP: Tenure-based options with an exercise price of £0.03 issued on 13 February 2023, with 25% vesting on 12 May
2023 25% every three months thereafter over 12 months. These options expire on the 13 February 2033.
5.1. Share trading Policy
Doctor Care Anywhere has a Securities Trading Policy that regulates the trading of its securities. All employees and other
related parties are only permitted to trade DOC securities during specified trading windows and are subject to minimum
holding period requirements (as per CGPR 8.3).
5.2. KMP Loans
There were no loans during FY23.
5.3. Other transactions with KMP
Some of the Non-Executive Directors hold directorships or positions in other companies or organisations. From time to time,
Doctor Care Anywhere may provide or receive services from these companies or organisations on arm’s length terms. None
of the Non-Executive Directors were, or are, involved in any procurement or Board decision-making regarding the companies
or organisations with which they have an association.
This Remuneration’ Report is made in accordance with a resolution of the directors
Romana Abdin
Chair of Remuneration and Nominations Committee
27th March 2024
Doctor Care Anywhere | Annual Report 2023 51
Directors’ Declaration
DIRECTORS DECLARATION FOR THE YEAR ENDED 31 DECEMBER 2023
In accordance with a resolution passed by the Board of Directors of Doctor Care Anywhere Group PLC, we hereby confirm
the following:
1. In the opinion of the Board of Directors:
(a) the financial report and the notes thereto are in accordance with the Companies Act 2006, which includes:
(i) giving a true and fair view of the Group’s financial position at 31 December 2023 and of its performance for the year to
that date; and
(ii) complying with International Financial Reporting Standards as adopted by the International Accounting Standards
Board, Corporations Act 2001 and Companies Act 2006 as disclosed in Note 2.1 of the Financial Statements; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
2. This declaration has been made after receiving the declarations required to be made to the directors in accordance
with part 15 of the Companies Act 2006 for the financial year ended 31 December 2023.
Signed in accordance with a resolution of the Directors made pursuant to Part 15 of the Companies Act 2006.
On behalf of the Directors:
John Stier
John Stier
Chair
Doctor Care Anywhere Group PLC
27th March 2024
Aleksandra Spencer
Aleksandra Spencer
Chair of the Audit and Risk Management Committee
Doctor Care Anywhere Group PLC
27th March 2024
52 Doctor Care Anywhere | Annual Report 2023
Directors’ Responsibility Statement
For the year ended 31 December 2023
The directors are responsible for preparing 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 in accordance with international accounting standards in conformity with the
requirements of UK-adopted international accounting standards. 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 and profit or loss of the
Company and group for that period. In preparing these 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 applicable international accounting standards in conformity with the requirements of UK-adopted
international accounting standards have been followed, subject to any material departures disclosed and explained in the
financial statements; and
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company 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 enable them to
ensure that the financial statements comply with the Companies Act 2006 and Article 4 of the IAS Regulation. They are
also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
The Directors confirm that:
• So far as each director is aware, there is no relevant audit information of which the Company’s Auditor is unaware; and
• The Directors have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any
relevant audit information and to establish that the Company’s Auditor is aware of that information.
To the best of our knowledge:
• The Group financial statements, prepared in accordance with international accounting standards in conformity with the
requirements of UK-adopted international accounting standards, give a true and fair view of the assets, liabilities, financial
position and loss of the Company and the undertakings included in the consolidation taken as a whole.
This Directors’ Report has been approved by the Board of Directors and was signed on its behalf by:
John Stier
John Stier
Chair
27th March 2024
Doctor Care Anywhere | Annual Report 2023 53
Financial Statements
For the year ended 31 December 2023
Consolidated Income Statement and Statement of Other Comprehensive Income
For the year ended 31 December 2023
Revenue
Cost of sales
Gross profit
Administrative expenses
Other operating income
Operating loss
Finance income
Finance expense
Loss before taxation
Tax credit
Loss for the financial year from continuing operations
Loss on discontinued operations, net of tax
Total comprehensive loss for the year
Loss per share
Basic and diluted loss per share attributable to ordinary equity shareholders
Basic and diluted loss per share attributable to ordinary equity
shareholders- continuing operations
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
Note
4
7
8
9
11
12
6
13
13
38,462
29,308
(20,769)
(16,997)
17,693
12,311
(26,429)
(31,776)
334
619
(8,402)
(18,846)
48
(507)
2
(77)
(8,861)
(18,921)
695
(8,166)
(1,883)
200
(18,721)
(3,312)
(10,049)
(22,033)
£
(0.03)
£
(0.06)
(0.02)
(0.05)
There were no recognised gains and losses during the year ended 31 December 2023 or the year ended 31 December 2022
other than those included in the Consolidated Income Statement and Statement of Other Comprehensive Income. The notes
on pages 61-88 form an integral part of these consolidated financial statements.
54 Doctor Care Anywhere | Annual Report 2023
Consolidated Statement of Financial Position
As at 31 December 2023
31 December 2023
£’000
31 December 2022
£’000
Note
Non-current assets
Property, plant and equipment
Intangible assets
Investments
Interest in joint venture
Total non-current assets
Current assets
Trade and other receivables: due within one year
Corporation tax receivable
Cash and cash equivalents
Interest in joint venture
Total current assets
Current liabilities
Trade and other payables: due within one year
Loans and borrowings
Total current liabilities
Non-current liabilities
Trade and other payables: due after one year
Loans and borrowings
Deferred tax liabilities
Total non-current liabilities
Net assets
Capital and reserves
Called up share capital
Share premium account
Other reserves
Retained losses
Total equity
Registered number: 08915336
14
15
16
17
18
17
20
22
21
22
23
25
26
26
26
747
5,968
1,300
-
8,015
3,110
387
6,061
2,034
11,592
(5,918)
(3,846)
(9,764)
(956)
(6,555)
-
(7,511)
2,332
78
56,212
2,171
(56,129)
2,332
1,220
9,131
-
1,966
12,317
3,893
392
5,406
-
9,691
(8,136)
-
(8,136)
(1,375)
-
(209)
(1,584)
12,288
78
56,212
2,078
(46,080)
12,288
The notes on pages 61-88 form an integral part of these consolidated financial statements.
The consolidated financial statements were approved and authorised for issue by the Board of Directors and were signed on
its behalf by:
John Stier
John Stier
Chair
27th March 2024
Doctor Care Anywhere | Annual Report 2023 55
Financial Statements cont.
Company Statement of Financial Position
As at 31 December 2023
Non-current assets
Property, plant and equipment
Intangible assets
Investments
Trade and other receivables: due after one year
Total non-current assets
Current assets
Trade and other receivables: due within one year
Cash and cash equivalents
Investment in JV
Total current assets
Current liabilities
Trade and other payables: due within one year
Total current liabilities
Non-current liabilities
Trade and other payables: due after one year
Total non-current liabilities
Net assets
Capital and reserves
Called up share capital
Share premium account
Other reserves
Retained losses
Total equity
Registered number: 08915336
31 December 2023
£’000
31 December 2022
£’000
Note
14
15
16
19
18
16
20
21
25
26
26
26
747
-
4,275
7,970
12,992
954
4,498
2,034
7,486
(2,236)
(2,236)
(7,051)
(7,051)
11,191
78
56,212
2,176
(47,275)
11,191
1,214
31
35,699
9,468
46,412
1,415
3,859
-
5,274
(3,764)
(3,764)
(620)
(620)
47,302
78
56,212
2,095
(11,083)
47,302
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not
presented its own Statement of Comprehensive Income in these financial statements. The loss for the year was £36,191,500.
The notes on pages 61-88 form part of these consolidated financial statements.
The consolidated financial statements were approved and authorised for issue by the Board and were signed on its behalf by:
John Stier
John Stier
Chair
27th March 2024
56 Doctor Care Anywhere | Annual Report 2023
Consolidated Statement of Changes in Equity
For the year ended 31 December 2022
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other
reserves
£’000
Accumulated
losses
£’000
Total
equity
£’000
72
50,148
3,287
(24,047)
29,460
25
27
-
-
6
6
-
-
-
-
6,064
6,064
-
-
-
-
-
-
(1,192)
(17)
(22,033)
(22,033)
(22,033)
(22,033)
-
-
-
-
6,070
6,070
(1,192)
(17)
At 1 January 2022
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares Issued
Total shares issued
during the year
Share based payments
Foreign exchange
movements
At 31 December 2022
78
56,212
2,078
(46,080)
12,288
Consolidated Statement of Changes in Equity
For the year ended 31 December 2023
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other
reserves
£’000
Accumulated
losses
£’000
78
56,212
2,078
(46,080)
Total
equity
£’000
12,288
At 1 January 2023
Comprehensive loss
for the year
Total comprehensive
loss for the year
Share based payments
27
Foreign exchange
movements
-
-
-
-
-
-
-
-
-
-
81
12
(10,049)
(10,049)
(10,049)
(10,049)
-
-
81
12
At 31 December 2023
78
56,212
2,171
(56,129)
2,332
The notes on pages 61-88 form part of these consolidated financial statements.
Doctor Care Anywhere | Annual Report 2023 57
Financial Statements cont.
Company Statement of Changes in Equity
For the year ended 31 December 2022
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other
reserves
£’000
Accumulated
losses
£’000
72
50,148
3,284
116
Total
equity
£’000
53,620
-
-
6
-
-
-
6,064
-
78
56,212
-
-
-
(1,189)
2,095
(11,199)
(11,199)
(11,199)
(11,199)
-
-
6,070
(1,189)
(11,083)
47,302
25
27
At 1 January 2022
Comprehensive loss
for the year
Total comprehensive
loss for the year
Shares Issued
Share based payments
At 31 December 2022
Company Statement of Changes in Equity
For the year ended 31 December 2023
Called up
share capital
£’000
Note
Share
premium
account
£’000
Other
reserves
£’000
Accumulated
losses
£’000
78
56,212
2,095
(11,083)
Total
equity
£’000
47,302
At 1 January 2023
Comprehensive loss
for the year
Total comprehensive
loss for the year
Share based payments
25
-
-
-
-
-
-
-
-
81
(36,192)
(36,192)
(36,192)
(36,192)
-
81
11,191
At 31 December 2023
78
56,212
2,176
(47,275)
The notes on pages 61-88 form an integral part of these consolidated financial statements.
58 Doctor Care Anywhere | Annual Report 2023
Consolidated Statement of Cash Flows
As at 31 December 2023
Cash flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Finance cost paid
Finance income received
Government grants and tax incentives
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
38,863
(45,951)
(1)
48
700
32,712
(48,212)
(2)
2
269
Total Cash outflows from Operating Activities
(6,341)
(15,231)
Cash flows from Investing Activities
Payment for property, plant and equipment
Purchase of intangible fixed assets
Net proceeds from disposal of entities
Total Cash outflows from Investing Activities
Cash flows from Financing Activities
Payments to suppliers in relation to equity issue
Proceeds from equity issue
Proceeds from borrowings
Repayment of borrowings
Total Cash inflows from Financing Activities
Net Cash inflows/(outflows)
Cash and cash equivalents at beginning of year
Effect of movement in exchange rates on cash held
Cash and cash equivalents at the end of year
(167)
(2,160)
90
(2,237)
-
-
10,000
(684)
9,316
738
5,406
(83)
6,061
(106)
(2,238)
-
(2,344)
(339)
6,408
12
(177)
5,904
(11,671)
17,066
11
5,406
Doctor Care Anywhere | Annual Report 2023 59
Financial Statements cont.
Company Statement of Cash Flows
As at 31 December 2023
Cash flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Finance cost paid
Finance income received
Government grants and tax incentives
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
366
(9,604)
(16)
30
-
915
(11,623)
(2)
2
3
Total Cash outflows from Operating Activities
(9,224)
(10,705)
Cash flows from Investing Activities
Payment for property, plant and equipment
Total Cash outflows from Investing Activities
Cash flows from Financing Activities
Payments to suppliers in relation to equity issue
Proceeds from equity issue
Loans to subsidiaries
Loans from subsidiaries
Proceeds from borrowings
Repayment of borrowings
Total Cash inflows/(outflows) from Financing Activities
Net Cash inflows/(outflows)
Cash and cash equivalents at beginning of year
Effect of movement in exchange rates on cash held
Cash and cash equivalents at the end of year
(178)
(178)
-
-
-
10,679
-
(649)
10,030
628
3,859
11
4,498
(103)
(103)
(339)
6,408
(6,206)
-
12
(116)
(241)
(11,049)
14,901
7
3,859
60 Doctor Care Anywhere | Annual Report 2023
Notes to the Financial Statements
For the year ended 31 December 2023
1. Corporate information
Doctor Care Anywhere Group PLC (‘the Company’) and its subsidiaries (together referred to as the ‘Group’) are engaged in
digital healthcare services and development.
Doctor Care Anywhere Group PLC is a public limited company registered in England and Wales, registered number 08915336.
Its registered office is located at 13-15 Bouverie Street, 2nd Floor, London, England, EC4Y 8DP.
2. Significant accounting policies
2.1 Basis of preparation
The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting
Standards (IFRS) in conformity with the requirements of UK-adopted international accounting standards.
The consolidated financial statements have been prepared on the going-concern basis using the historical cost convention.
The consolidated financial statements are prepared in Sterling (£), which is the functional and presentational currency of all
companies within the Group except for GP2U whose functional and presentational currency is Australian Dollars, although
this entity was not part of the group at 31 December 2023 as disclosed in note 6.
The principal accounting policies adopted by the Company are set out on pages 61-88. The accounting policies which follow
set out those policies which apply in preparing the financial statements for the year ended 31 December 2023. These policies
have been consistently applied to all of the years presented, unless otherwise stated.
a) New or amended accounting standards
The Group has applied the following standards and amendments for the first time for its annual reporting period commencing
1 January 2023:
• Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2;
• Definition of Accounting Estimates – amendments to IAS 8; and
• Deferred Tax related to Assets and Liabilities arising from a Single Transaction – amendments to IAS 12.
The amendments listed above did not have any impact on the amounts recognised in prior periods and are not expected to
significantly affect the current or future period.
b) New standards, interpretations and amendments not yet effective
Certain amendments to accounting standards have been published that are not mandatory for 31 December 2023 reporting
periods and have not been early adopted by the group. These amendments are not expected to have a material impact on the
entity in the current or future reporting periods an on foreseeable future transactions.
2.2 Basis of consolidation
The financial statements of the Group consolidate the results of the Company and its subsidiary entities, and include its share
of its joint ventures’ results accounted for under the equity method. Intercompany transactions and balances between group
companies are therefore eliminated in full.
The parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and
has the ability to affect those returns through its power over the subsidiary. All subsidiaries have a reporting date of 31 December
except for GP2U Telehealth Pty Ltd (“GP2U”) whose reporting date is 30 June and was disposed of on the 9 July 2023.
The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the
Consolidated Statement of Financial Position, the acquiree’s identifiable assets, liabilities and contingent liabilities are initially
recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated
Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control
ceases.
The consolidated financial statements incorporate the results of the Company’s associates under the equity method. An associate
is an entity over which an investor has significant influence, being the power to participate in the financial and operating policy
decisions of the investee (but not control or joint control).
The Group has applied International Financial Reporting Standards in conformity with the Companies Act 2006. Certain
amounts in the Consolidated Statement of Comprehensive Income and the Consolidated Statement of Financial Position have
been grouped together for clarity, with their breakdown being shown in the notes to the consolidated financial statements.
Doctor Care Anywhere | Annual Report 2023 61
Notes to the Financial Statements cont.
2.3 Going concern
These financial statements have been prepared on a going concern basis, which assumes that the Group and the Company
will continue to be able to meet their liabilities as they fall due for the foreseeable future, which has been taken as 12 months
from the date of approval of the consolidated financial statements (“Forecast Period”).
The Directors have considered detailed cash flow forecasts to determine the appropriateness of preparing these financial
statements on a going concern basis.
On 11 December 2023 the Company announced the signing of a £10.6m convertible loan note, which was approved at a
shareholder meeting on 4 January 2024.The funds raised from these convertible loan notes were used to repay the £10m loan
facility with AXA Health. The notes are due for repayment on 31 December 2027, with no repayment of principal required until
maturity, representing a significant strengthening in the Company’s balance sheet.
The assumptions underpinning the forecast are dependent on a number of key assumptions and dependencies, the most
material of which are as follows:
• Minimum growth of 6% in demand for consultations from the Company’s existing customer base
• Revenue generated from new business wins following the relaxation in the exclusivity clause with AXA
• Continued roll-out of the Company’s Mixed Clinical Workforce proposition, with approximately 40% of patients receiving
treatment from ANPs by year end
• The ability to manage clinician supply effectively to meet patient demand
• The ability to drive productivity gains which underpin the Company’s 2024 plan together with no material unanticipated
increases in non-operating costs
• The ability to implement inflation adjusted price increases pursuant to our agreement with AXA
Management has assessed all the above assumptions to be reasonable based upon its expectations of the business going
forward. As part of this going concern assessment, four scenarios were considered for the Group, being a management case
and three other scenarios using a set of plausible downside assumptions to that management case. The management case is
built up from detailed projections and the aforementioned assumptions. The downside scenarios considered were as follows:
• Existing customer base consultation volumes being 5% below the management case;
• No new business wins in year;
• Reduction of 2.0ppt in forecast inflationary uplift to consultation prices in April 2024 below the management case.
In all three downside scenarios and for all three scenarios combined, the Group had adequate resources to continue in
operational existence for the going concern period. In order for the Company to no longer remain a Going Concern, the
following individual scenarios would be required:
• Existing business consultation volumes to fall by 17% below the management case; or
• Reduction of 6.9% in consultation prices from April 2024
Management considers the possibility of the above scenarios to be unlikely. Overall the Group has traded at or above the
management case for the first two months of the 2024 financial year. The Directors consider that the Group is well positioned
to manage its business risks and have had regard to a number of factors including current trading performance, the outcomes
of comprehensive forecasting, and a range of possible future trading impacts. The Directors are of the view that there is a
reasonable expectation that the Group has adequate resources to continue in operational existence for the next 12 months
following the date of approval of the financial statements. For this reason, they continue to adopt a going concern basis in the
preparation of these financial statements.
62 Doctor Care Anywhere | Annual Report 2023
2.4 Revenue
The Group provides virtual healthcare services, technology platform licensing and digital design services. Revenue from
contracts with customers is recognised when its performance obligations are satisfied, i.e., when control of an asset (i.e., the
goods or services) is transferred to the customer at an amount that reflects the consideration to which the Group expects
to be entitled in exchange for those services. An asset is transferred when (or as) the customer obtains control of that asset.
Depending on the nature of the performance obligations, revenue is recognised either over time or at a point in time.
Revenue is measured as the amount of the transaction price that is allocated to that performance obligation. The transaction
price is the amount of consideration to which the Group expects to be entitled in exchange for transferring the promised
goods or services to a customer, excluding amounts collected on behalf of third parties (for example, Value Added Tax).
Revenue arose within the United Kingdom, Republic of Ireland and Australia.
The Group applies the five-step process set out in IFRS 15, Revenue from contracts with customers, to ensure an appropriate
revenue recognition policy is in place, as follows:
1.
Identify the contract with a customer;
2. Identify the separate performance obligations in the contract;
3. Determine the transaction price;
4. Allocate the transaction price to the separate performance obligations; and
5. Recognise revenue when/as each performance obligation is satisfied.
The nature of the services the Group provides, and of the amounts which the customer is charged, is such that the result
of this process is generally clear, since the services provided are separately identifiable and priced, and the customer is
generally invoiced either upfront or on completion of the service. The recognition of the revenue reflects the completion of
the performance obligations, which results in the revenue recognition profile detailed below.
Revenue streams are analysed between Utilisation and Subscription as follows:
Utilisation revenue
• UK and Republic of Ireland: Individually purchased consultations: revenue is recognised at a point in time, when the one
distinct performance obligation, the consultation, is complete.
• Australia: Individually purchased consultations: revenue is recognised at a point in time, when the one distinct performance
obligation, the consultation, is complete. This revenue is recognised net of clinician costs on the basis the company is
acting as agent in the transaction. This was discontinued in July 2023 on disposal of GP2U.
Subscription revenue
• Monthly or Annual service subscription: there is one distinct performance obligation, being the provision of virtual
healthcare services. Revenue from virtual healthcare services is recognised in the accounting period in which the services
are rendered. The contracts are satisfied monthly over the contract term. Revenue is recognised over-time, on a systematic
basis over the period of the contract, as this represents the pattern of delivery of the performance obligation to customers.
A contract asset is recognised for revenue where the performance obligation (being the provision of utilisation and
subscription services) has been completed, but payment remains conditional on acceptance by the customer. Once invoiced,
the amount recognised as contract assets is reclassified to trade receivables.
A contract liability is recognised if a payment is received or a payment is due (whichever is earlier) from a customer before the
Group transfers the related goods or services or for instances where the customer is invoiced in advance. Contract liabilities
are recognised as revenue when the Group performs under the contract (i.e., transfers control of the related goods or services
to the customer). Contract liabilities arise from annual service subscriptions and technology platform licensing.
Doctor Care Anywhere | Annual Report 2023 63
Notes to the Financial Statements cont.
2.5 Intangible assets
Intangible assets acquired as part of a business combination
Intangible assets acquired in a business combination are identified and recognised separately from goodwill where they satisfy
the definition of an asset and are identifiable. The cost of such intangible assets is their fair value at the acquisition date.
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated
depreciation and accumulated impairment losses. Where intangible assets have been separately identified and valued as part
of an acquisition, these have been recongnised on the statement of financial position and amortised over their estimated useful
life. Intangible assets are amortised over their useful economic life as follows:
Trade names
Customer relationships
Patents
Tech know-how
Goodwill
- 5 years
- 5 years
- 5 years
- 5 years
The acquisition method of accounting is used to account for the acquisitions of subsidiaries by the Group. The cost of an
acquisition is measured as the fair value of the assets given, equity instruments used and liabilities incurred or assumed at the
date of exchange. Acquisition related costs are not included in the cost of acquisition
but charged to operating expenses as they are incurred. Identifiable assets and liabilities assumed in a business combination are
measured initially at the fair values at acquisition date. The excess of cost of acquisition over the fair value of the Group’s share of
the identifiable net assets is recorded as goodwill. Goodwill is recognised on the balance sheet and allocated to cash generating
units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating
units that are expected to benefit from the business combination in which the goodwill arose. The carrying value of goodwill
is cost less accumulated impairment losses. Impairment testing occurs at least annually. The asset’s recoverable amount is
estimated at each year end date and whenever there is an indication of impairment.
Software development costs
Software development costs are recognised as an intangible asset when all the following criteria are demonstrated:
It is technically feasible to complete the software;
•
• Management intends to complete the software;
• There is an ability to use or sell the software;
•
• Adequate technical, financial and other resources to complete the development are available;
• The expenditure attributable to the software during development can be reliably measured.
It can be demonstrated that the software will generate probable future economic benefits;
Subsequent to initial recognition, software development costs are reported at cost less accumulated amortisation and
accumulated impairment losses. Total software development costs less their estimated residual value are amortised over their
useful economic life on a straight-line basis over a period of between three and ten years. Amortisation starts when the asset is
available-for-use. Costs associated with maintaining computer software are recognised as an expense.
Research and other development expenditure that does not meet the criteria for capitalisation as a software development cost
is recognised as an expense.Subsequent to initial recognition, software development costs are reported at cost less accumulated
amortisation and accumulated impairment losses. Total software development costs less their estimated residual value are
amortised over their useful economic life on a straight-line basis over a period of between three and ten years. Amortisation
starts when the asset is available-for-use. Costs associated with maintaining computer software are recognised as an expense.
Research and other development expenditure that does not meet the criteria for capitalisation as a software development cost
is recognised as an expense.
Software onboarding costs
Onboarding costs for third party software is stated at historical cost less accumulated amortisation and any accumulated
impairment losses. Historical cost includes expenditure that is directly attributable to onboarding the software to ensure it is
capable of operating in the manner intended by management.
Amortisation is charged to write down the cost of assets less their residual value over their estimated useful lives, using the
straight-line method. For software onboarding costs, amortisation is provided over the life of the contract.
64 Doctor Care Anywhere | Annual Report 2023
2.6 Property, plant and equipment
Property, plant and equipment is stated at historical cost less accumulated depreciation and any accumulated impairment losses.
Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for
it to be capable of operating in the manner intended by management.
Management reviews the appropriateness of the residual value and the useful life of the property, plant and equipment assets
at each financial year end.
Depreciation is charged to write down the cost of assets less their residual value over their estimated useful lives, using the
straight-line method.
Depreciation is provided on the following basis:
Right of use assets
- Over life of lease
Office equipment
- 4 years
Computer equipment - 3 years
2.7 Impairment of non-financial assets
Non-financial assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether
there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying
value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is
recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the
higher of an asset’s (or CGU’s) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been
previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses
recognised in prior periods may no longer exist or may have decreased.
In accordance with IAS 38, Intangible Assets, goodwill is not amortised, but is reviewed for impairment on an annual basis.
2.8 Investments in subsidiary undertakings and associates
A subsidiary is an entity controlled by the Company. Control is achieved when the company is exposed, or has rights, to variable
returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the company controls an investee if, and only if, the company has:
• Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee);
• Exposure, or rights, to variable returns from its involvement with the investee; and
• The ability to use its power over the investee to affect its return.
Investments in subsidiaries are recorded at cost, which is the fair value of the consideration paid.
Investments are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not
be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. Investments that
suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
Doctor Care Anywhere | Annual Report 2023 65
Notes to the Financial Statements cont.
2.9 Joint venture
A joint venture is an arrangement in which the company has joint control, whereby the company has rights to the net
assets of the arrangement, rather than rights to its assets and obligations for its liabilities. Interests in the joint venture are
accounted for using the equity method. They are initially recognised at cost, which includes transaction costs. Subsequent to
initial recognition, the consolidated financial statements include the Company’s share of the profit or loss and OCI of equity
accounted investees, until the date on which significant influence or joint control ceases.
2.10 Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more
than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of
acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
2.11 Financial instruments
A financial asset or a financial liability is recognised only when the Group becomes a party to the contractual provisions of the
instrument. Financial assets and liabilities are offset and the net amount reported in the Consolidated Statement of Financial
Position when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis
or to realise the asset and settle the liability simultaneously.
A financial asset is derecognised when:
• The rights to receive cash flows from the asset have expired; or
• The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received
cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group
has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained
substantially all the risks and rewards of the asset, but has transferred control of the asset
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
Financial assets
The Group’s financial assets comprise cash and cash equivalents (see note 2.10 above), trade receivables and other receivables.
Trade receivables are initially measured at their transaction price. Other financial assets are measured at their fair value on
initial recognition. Financial assets are accounted for on an amortised cost basis, using the effective interest (EIR) method and
are subject to impairment. Gains and losses are recognised in profit or loss when the asset is recognised, modified or impaired.
The Group recognises a loss allowance, for expected credit losses on its financial assets which are held at amortised cost. The
amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of
the financial asset. When the expected credit loss for trade receivables is determined, the Group makes use of the simplified
approach, whereby the loss recognised is equal to the lifetime expected credit losses. Lifetime expected credit losses represent
the expected losses that may result from possible default events, and the probability of such an event occurring, over the
lifetime of the financial asset. The expected lifetime credit losses of the trade receivables are estimated using a provision matrix.
The matrix is based on the Group’s historical credit loss experience, adjusted for forward-looking factors, that are specific to the
trade receivables.
At 31 December 2023 an expected credit loss of %nil (31 December 2022: 1%) has been used within the provision matrix.
Financial liabilities
The Group’s financial liabilities comprise trade payables, accruals and other payables and lease liabilities. Lease liabilities are
measured in accordance with IFRS 16 (see 2.13 below). All other financial liabilities are classified as held at amortised cost.
These liabilities are initially measured at fair value less transaction costs and subsequently measured using the effective
interest method.
2.12 Foreign Currency transactions and balances
The functional currency of the Parent Company is Sterling and this is also the presentational currency of the Group.
Transactions entered into by Group entities in a currency other than their functional currency are recorded at the rates
ruling when the transactions occur. Foreign currency monetary assets and liabilities are retranslated at the rates ruling at the
reporting date. Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are recognised
immediately in profit or loss in operating expenses.
66 Doctor Care Anywhere | Annual Report 2023
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at
historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair
value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end
exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated
Statement of Comprehensive Income.
2.13 Leases
As a lessee, the Group applies a single recognition and measurement approach for all leases, except for short-term leases and
leases of low-value assets. The Group recognises right-of-use assets representing the right to use the underlying assets, and
lease liabilities representing obligations to make lease payments.
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available
for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for
any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial
direct costs incurred and lease payments made at or before the commencement date less any lease incentives received. Right-
of-use assets are depreciated on a straight-line basis over the lease term.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to
be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease
incentives receivable. In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the
lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement
date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made.
The Group also has certain leases of computer equipment with lease terms of 12 months or less, and leases of office equipment
with low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
2.14 Finance income
Interest income is recognised in the Consolidated Statement of Comprehensive Income using the effective interest method.
2.15 Borrowing costs
Borrowing costs are expensed in the period in which they are incurred and reported in “finance costs” (see Note 11).
2.16 Taxation
Tax is recognised in the Consolidated Statement of Comprehensive Income, except that a charge attributable to an item of
income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised
in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted
by the reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective
period of realisation, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax
assets are recognsied to the extent that it is probable that they will be able to be recognised against future taxable income,
based on the Group’s forecast of future operating results which is adjusted for significant non-taxable income and expenses
and specific limits to the use of any unused tax loss or credit. Deferred tax liabilities are always provided for in full.
Deferred tax assets and liabilities are offset only when the Group has a right and intention to set off current tax assets and
liabilities from the same taxation authority.
Deferred tax balances are not recognised in respect of temporary differences arising on initial recognition (other than on a
business combination) that do not affect profit or loss. In respect of business combinations, when deferred tax is recognised on
the differences between the fair values of assets acquired and the future tax deductions available for them and the differences
between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using
tax rates and laws that have been enacted or substantively enacted by the reporting date.
Doctor Care Anywhere | Annual Report 2023 67
Notes to the Financial Statements cont.
2.17 Share-based payment transactions with employees
The Group operates equity-settled, share-based remuneration plans for its employees. None of the Group’s plans feature
any options for a cash settlement.
Where employees are rewarded using share-based payments, the fair values of employees’ services are determined
indirectly by reference to the fair value of the equity instruments granted. The Group operates share-based remuneration
plans both with and without market-based vesting conditions. For both types of plan, this fair value is appraised at the grant
date and excludes the impact of non-market vesting conditions (e.g., profitability and sales growth targets and performance
conditions), however for plans with market-based vesting conditions this fair value includes the impact of these vesting
conditions.
All share-based remuneration is ultimately recognised as an expense in profit or loss with a corresponding credit to retained
earnings. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period based on the
best available estimate of the number of share options expected to vest.
Non-market vesting conditions are included in assumptions about the number of options that are expected to become
exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to
vest differs from previous estimates. Any adjustment to cumulative share-based payment compensation resulting from a
revision is recognised in the current period. The number of vested options ultimately exercised by holders does not impact
the expense recorded in any period.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs are allocated to
share capital.
2.18 Investments
Investments are initially measured at their fair value and depending on their nature are classified as investments at fair
value through profit and loss or through other comprehensive income or at amortised cost depending on the classification
criteria in IFRS 9.
At 31 December 2023 the investments represent the shares obtained as part of the disposal as noted in note 6 and meet the
criteria to be measured at fair value through profit and loss.
2.19 Discontinued Operations
Cash flows and profit and loss items that relate to GP2U and the joint venture Doctor at Hand Diagnostics are shown
separately from continuing operations and are disclosed in note 6.
3. Judgements in applying accounting policies and key sources of estimation uncertainty
In conforming with International Financial Reporting Standards as adopted by the International Accounting Standards Board,
the preparation of the Group’s consolidated financial statements for 31 December 2023 and 2022 requires management to
make judgements, estimates and assumptions that affect the application of policies and reported amounts in the historical
financial information. These judgements and estimates are based on management’s best knowledge of the relevant facts and
circumstances. However, the nature of estimation means that actual outcomes could differ from those estimates. Estimates
and judgements are continually evaluated. Information about such judgements and estimation is contained in the accounting
policies and/or notes to the consolidated financial statements and the key areas are recognised below:
Capitalisation and useful economic life of internally developed software
Distinguishing the research and development phases of a new recognised software project and determining whether
the recognition requirements for the capitalisation of development costs are met requires judgement. After recognition,
management monitors whether the recognition requirements continue to be met and whether there are any indicators that
recognised costs may be impaired.
Management have estimated that the useful economic life of internally developed software is between three and ten years.
The basis of this estimation being that the focus of development activities in the period were predominantly on the core
systems that underpin and will continue to underpin the core internally developed software assets of the business.
68 Doctor Care Anywhere | Annual Report 2023
Impairment on non-financial assets
The Group assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists,
or when annual impairment testing for assets with indefinite lives is required, the Group estimates the asset’s recoverable
amount. An asset’s recoverable amount is the higher of an asset’s fair value less costs of disposal and its value in use. The
recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or groups of assets. When the carrying amount of an asset exceeds its recoverable
amount, the asset is considered impaired and is written down to its recoverable amount. Judgement is applied in arriving at
the determination of the smallest identifiable group of assets that generates cash inflows that are largely independent of the
cash inflows from other assets or groups of assets. There are a number of estimates included in management’s impairment
reviews including long term growth rate, discount rate and the cash flow in the forecast period. Further detail is provided in
note 15.
Going Concern
The Group assesses, at each reporting date, whether it is appropriate to prepare the accounts on a Going Concern basis. This
assessment is based on 12-month detailed cash flow forecast. There are the number of estimates included in this forecast,
including consultation growth, go live dates of key projects and the implementation of inflationary price increases. Further
detail is provided in note 2.3.
Presentation of the Joint Venture as a discontinued operation
The Group has assessed that the share of a result from the Joint venture (see note 6) should be presented as a discontinued
operation. This is on the basis of the mutual decision to close the entity. Therefore, on the basis of the criteria set forth in
both IAS 28 – Investments in Associates and Joint Ventures and IFRS 5 – Non-Current Assets Held for Sale and Discontinued
Operations the Group has assessed it would be appropriate to present the result for the period within discontinued operations
as the expectation is for this to cease and the investment in joint venture to be presented as a current asset as the value will
be recognised within one year of the year end. The carrying value of the investment in joint venture is supported by the Group
receiving the Intellectual Property on closure of the entity.
Recoverability of the intercompany receivables and investments in subsidiaries in the Parent Company
There is estimation uncertainty regarding the recoverability of the intercompany receivables and the investments in
subsidiaries. The Group has assessed that the recoverability is linked to the adjusted market capital of the group being
an appropriate value for its subsidiaries which respectively own the platform and the trade. On this basis the Group has
recognised an impairment of the investment and receivable to their recoverable value.
4. Revenue
The services generating Utilisation and Subscription revenue are set out in the Revenue accounting policy note above
(note 2.4).
Utilisation
Subscription
Other
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
35,998
2,459
5
38,462
27,110
2,194
4
29,308
Doctor Care Anywhere | Annual Report 2023 69
Notes to the Financial Statements cont.
5. Segmental reporting
The Group provides virtual healthcare services, technology platform licensing and digital design services, within the United
Kingdom, Republic of Ireland and Australia. The following table represents this Geographic split.
Year ended 31 December 2023
UK & Republic of Ireland
£’000
Australia
£’000
Revenue
Cost of Sales
Administrative expenses
Other operating income
Finance income
Finance expense
Tax
Gain/(Loss) on discontinued operations
Loss for the financial year
Total assets
Total liabilities
Net assets
38,462
(20,769)
(26,429)
334
48
(507)
695
68
(8,098)
19,607
(17,275)
2,332
-
-
-
-
-
-
-
(1,951)
(1,951)
-
-
-
Year ended 31 December 2022
UK & Republic of Ireland
£’000
Australia
£’000
Revenue
Cost of Sales
Administrative expenses
Other operating income
Finance income
Finance expense
Tax
Gain/(Loss) on discontinued operations
Loss for the financial year
Total assets
Total liabilities
Net assets
29,308
(16,997)
(31,776)
619
2
(77)
200
(146)
(18,867)
18,605
(9,557)
9,048
-
-
-
-
-
-
-
(3,166)
(3,166)
3,403
(163)
3,240
Total
£’000
38,462
(20,769)
(26,429)
334
48
(507)
695
(1,883)
(10,049)
19,607
(17,275)
2,332
Total
£’000
29,308
(16,997)
(31,776)
619
2
(77)
200
(3,312)
(22,033)
22,008
(9,720)
12,288
Revenue from one customer amounted to £35,976,368 in the year ended 31 December 2023 (year ended 31 December 2022:
£27,088,942), arising from the provision of virtual healthcare services.
70 Doctor Care Anywhere | Annual Report 2023
6. Discontinued Operations
On 4 June 2023, the Company announced the sale of its Australian subsidiary GP2U for A$3.0m to My Emergency Doctor. The
consideration comprised of $2.5m (£1.3m) unlisted ordinary shares in MED and $0.5m (£0.2m) cash adjusted for normal working
capital. The sale was completed on 9 July 2023, and consequently GP2U’s operations have been classified as discontinued for
the year ended 31 December 2023.
On 18 October 2023, as part of its quarterly activity report, the Company gave an update regarding its relationship with AXA
Health. As part of this update, the Company announced the intention to wind up its Joint Venture Doctor at Hand Diagnostics
(“JVCo”). This remains the intention at the date of this report, and consequently JVCo has been classified as discontinued for
the year ended and as at 31 December 2023.
The results from discontinued operations in the year was determined as follows:
Loss after tax of GP2U
Profit on disposal of GP2U
Share of profit/(loss) of joint venture
Loss for the financial year
a) Loss after tax of GP2U
Revenue
Administrative expenses
Other operating income
Tax
Intangible asset impairment
Loss for the financial year
Note
a)
b)
17
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
(1,965)
14
68
(1,883)
(3,166)
-
(146)
(3,312)
Period to
9 July
2023
£’000
Year ended
31 December
2022
£’000
360
(619)
-
27
(1,733)
(1,965)
485
(1,215)
6
56
(2,498)
(3,166)
The 2023 Intangible asset impairment relates to an impairment of GP2U intangible assets down to the fair value less costs to
sell. The 2022 intangible asset impairment arose from a value in use assessment.
b) Profit on disposal of GP2U
Consideration received
Less net assets of GP2U at date of disposal less cost to sell
Profit on disposal
£’000
1,471
(1,457)
14
Doctor Care Anywhere | Annual Report 2023 71
Notes to the Financial Statements cont.
Net cash flows- GP2U
Total cash outflows from operating activities
Total cash outflows from investing activities
Total cash outflows from financing activities
Net Cash Outflows
7. Administrative expenses
Operating costs
Technology costs
Sales and marketing
General and administration
Period to
9 July
2023
£’000
Year ended
31 December
2022
£’000
62
-
34
96
569
5
61
635
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
6,878
3,361
709
15,481
26,429
6,299
7,354
1,858
16,265
31,776
Operating costs include the expenses attributable to the delivery of the Group’s core services.
Technology costs include the expenses attributable to the development that is not eligible to be capitalised and maintenance
of the Group’s intellectual property.
Sales and marketing include the expenses attributable to the selling and marketing of the Group’s services.
General and administration include the expenses attributable to supporting the Group’s operating functions, depreciation,
amortisation and share-based payments.
8. Other operating income
Other income
Foreign exchange (losses)/gains
Rental income
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
305
(10)
39
334
610
9
-
619
72 Doctor Care Anywhere | Annual Report 2023
9. Operating loss
The operating loss is stated after charging:
Employee costs
Depreciation (note 14)
Amortisation of intangible assets (note 15)
Impairment of intangible assets (note 15)
Employee costs consist of:
Wages and salaries
Social security costs
Costs of defined contribution scheme
Share-based payment charge (see note 27)
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
27,593
600
1,791
225
27,711
549
1,523
77
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
24,564
2,595
353
81
27,593
25,715
2,741
444
(1,189)
27,711
The average monthly number of employees, including directors, during 2023 was 604 (year ended 31 December 2022: 620).
Fees payable for the audit of the Company and consolidated
financial statements
Total statutory Audit fees
Interim review fee
Total assurance services
Tax compliance services
Tax advisory
Total tax services
Total non-Audit services
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
135
135
35
35
11
14
25
60
132
132
28
28
10
14
24
52
Doctor Care Anywhere | Annual Report 2023 73
Notes to the Financial Statements cont.
10. Directors’ and key management remuneration
Directors’ and key management emoluments
Company contributions to defined contribution pension schemes
Share-based payment charge (see note 27)
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
680
1
11
692
1,317
3
(951)
369
The highest paid director received remuneration of £186,662 (2022: £256,527). The value of the Company’s contributions paid
to a defined contribution scheme in respect of the highest paid director amounted to £nil (2022: £1,321).
Key management is defined as those persons having authority and responsibility for planning, directing and controlling
the activities of the Group, directly or indirectly, including any directors (whether executive or otherwise) of the Group. Key
management has been determined to be the directors of the Group, the Chief Executive Officer and the Chief Financial Officer
(see note 29). Total remuneration paid to directors and key management personnel for services to the Group is set out above.
11. Finance expense
Interest expense on financial liabilities held at amortised cost
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
507
507
77
77
12. Income tax
Reconciliation of tax expense and the accounting profit multiplied by UK tax rate for the year ended 31 December 2023 and
year ended 31 December 2022:
Continued Operations- Loss before tax
Discontinued Operations- Loss before tax
Total Loss before taxation
Current income tax- Continued:
Tax credit calculated at UK statutory corporation tax rate of 19% (2022: 19%)
R&D tax credit
Deferred tax unrecognised this period
Income tax credit- Continued
Current income tax- Discontinued:
Tax credit calculated at UK statutory corporation tax rate of 19% (2022: 19%)
Deferred tax relating to GP2U acquisition
Deferred tax unrecognised this period
Income tax credit- Discontinued
Total tax credit
74 Doctor Care Anywhere | Annual Report 2023
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
(8,861)
(1,910)
(10,771)
1,683
695
(1,683)
695
363
27
(363)
27
722
(18,921)
(3,368)
(22,289)
3,595
200
(3,595)
200
640
56
(640)
56
256
As at 31 December 2023 there were unutilised tax losses of £68,283,013 (2022: £60,783,044) in respect of which no deferred
tax asset had been raised.
13. Earnings per share (EPS)
Basic EPS is calculated by dividing the profit for the year attributable to ordinary equity holders of the parent by the weighted
average number of ordinary shares outstanding during the year.
Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average
number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be
issued on conversion of all the dilutive potential ordinary shares into ordinary shares.
There is no difference in the total comprehensive loss for the year or the weighted average number of equity shares used for
the calculation of basic and diluted loss per share, as the effect of all potentially dilutive shares outstanding was anti-dilutive.
As the inclusion of potential ordinary shares would be anti-dilutive and decrease the loss per share, they are not included in
the calculation of diluted loss per share.
Total comprehensive loss for the year
Total comprehensive loss for the year- continuing operations
Year ended
31 December
2023
£’000
(10,049)
(8,261)
Year ended
31 December
2022
£’000
(22,033)
(18,908)
Weighted number of ordinary shares: for calculation of Basic and Diluted EPS
366,672,246
360,503,302
Loss per share
Basic and diluted
Basic and diluted- continuing operations
14. Property, plant and equipment (Group)
Cost
At 31 December 2022
Additions
Disposals
At 31 December 2023
Depreciation
At 31 December 2022
Charge for the period
Disposals
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
Right of
use asset
£’000
1,321
-
-
1,321
580
290
-
870
451
741
£
(0.03)
(0.02)
Office
equipment
£’000
Computer
equipment
£’000
228
15
(10)
233
111
58
(10)
159
74
117
782
118
(160)
740
420
252
(154)
518
222
362
£
(0.06)
(0.05)
Total
£’000
2,331
133
(170)
2,294
1,111
600
(164)
1,547
747
1,220
The right of use assets relate to the leases in respect of business premises and computer equipment described in note 28 below.
Doctor Care Anywhere | Annual Report 2023 75
Notes to the Financial Statements cont.
14. Property, plant and equipment (Company)
Cost
At 31 December 2022
Additions
Disposals
At 31 December 2023
Depreciation
At 31 December 2022
Charge for the period
Disposals
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
Right of
use asset
£’000
1,321
-
-
1,321
580
290
-
870
451
741
Office
equipment
£’000
Computer
equipment
£’000
228
15
(9)
234
111
57
(8)
160
74
117
770
118
(150)
738
414
253
(151)
516
222
356
Total
£’000
2,319
133
(159)
2,293
1,105
600
(159)
1,546
747
1,214
The right of use assets relate to the leases in respect of business premises and computer equipment described in note 28 below.
15. Intangible assets
Cost
Trade
name
£’000
Customer
relationships
£’000
Patents
£’000
Technical
know-how
£’000
Goodwill
£’000
Software
onboarding
£’000
Software
development
£’000
Total
£’000
At 31 December 2022
512
1,424
Additions
Disposals
-
(437)
-
-
At 31 December 2023
75
1,424
50
-
-
50
-
-
500
500
5,181
Amortisation
At 31 December 2022
Disposals
Charge for year
Impairment
At 31 December 2023
Net book value
173
(142)
44
-
75
1,424
50
500
-
-
-
-
-
-
-
-
-
1,424
50
500
At 31 December 2023
-
At 31 December 2022
339
-
-
-
-
-
-
-
(5,181)
-
2,498
(4,231)
-
1,733
-
-
2,683
212
6
(94)
124
159
(95)
48
-
112
11
53
9,206
17,085
2,154
2,160
(508)
(6,220)
10,852
13,025
3,150
7,954
(178)
(4,646)
1,698
1,791
225
1,958
4,895
7,057
5,957
5,968
6,056
9,131
The intangible assets held in the Company Statement of Financial Position have a net book value of £nil (2022: £31,051).
As part of the funding agreement signed with AXA in December 2023, all of the Group’s intellectual property and trademarks
were pledged as security.
76 Doctor Care Anywhere | Annual Report 2023
Internally developed Software development costs
Software development cost represents the technology that enables the Group to provide its suite of integrated virtual and in-
person healthcare services. All software development cost assets included above were in use at the reporting period-ends.
These costs are monitored by management at the Group level. The Company performed its annual test for impairment as at 31
December 2023 in respect of these assets. It is considered that the cash inflows related to these assets are intrinsically linked to
the broader operations of the Group. As such, for the purposes of impairment testing, these assets have been allocated to the
total Group cash generating unit (CGU).
The impairment test was conducted based on reviewing if there were indicators of impairment for the Group. These indicators
used were an assessment whether the market value of the asset had declined, negative changes in technology, markets,
economy or laws, obsolescence or worse economic performance than expected. Individual categories of software development
were all reviewed for these indicators with impairment indicators identified. As a result of these indicators an impairment of
£224,697 has been made.
16. Investments (Group) - Non Current Assets
Cost or valuation
At 31 December 2022
Acquisitions
Disposals
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
16. Investments (Company) - Non-Current Assets
Cost or valuation
At 31 December 2022
Acquisitions
Disposals
Transfer to Current Assets
Impairment
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
£’000
-
1,300
-
1,300
1,300
-
£’000
35,699
1,300
(3,395)
(3,000)
(26,329)
4,275
4,275
35,699
Doctor Care Anywhere | Annual Report 2023 77
Notes to the Financial Statements cont.
16. Investments (Company) - Current Assets
Cost or valuation
At 31 December 2022
Acquisitions
Transfer from Non-Current Assets
Impairment
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
£’000
3,000
-
3,000
(966)
2,034
2,034
-
The current asset for investments relates to the 50% investment in the joint venture Doctor at Hand Diagnostics Limited. It
is held in current assets due to it being a discontinued operation with the intention for the company to be dissolved in the
following year.
The recoverable amount was written down by £966,000 to £2,034,000 being its recoverable value in line with the consolidated
balance sheet as disclosed in note 17.
17. Interest in Joint Venture
Following the partial disposal of 50% of the Group’s investment in Doctor at Hand Diagnostics Limited in 2020, the remaining
investment of 50% is now accounted for as an investment in joint venture. Movement in the Group’s investment in joint
venture during the financial period and the results and financial position of the joint venture are below:
Revenue
Profit /(Loss) for the financial year from discontinued operations1
Current assets2
Non- current assets
Current liabilities3
Non-current liabilities4
Net assets
Groups interest in net assets of JV at beginning of the year
Share of total comprehensive income
Dividends received during the year
Carrying amount of interest in JV at end of year held as a discontinued operation
1 Includes:
- Amortisation of £306,930 (2022: £430,200)
Interest expense of £70,480 (2022: £50,442)
-
-
Income tax charge of £45,196 (2022: £117,268)
2 Includes cash and cash equivalents of £80,092 (2022: £1,145,640)
3 Includes current financial liabilities (excluding trade and other payables and provisions) of £6,380 (2022: £2,830,345)
4 Includes non-current financial liabilities (excluding trade and other payables and provisions of £nil (2022: £nil)
2023
£’000
1,275
136
2,318
-
(6)
-
2,312
1,966
68
-
2,034
2022
£’000
1,631
(291)
2,658
2,286
(2,833)
-
2,111
2,112
(146)
-
1,966
78 Doctor Care Anywhere | Annual Report 2023
At the year end the company was held as a discontinued operation see note 6.
18. Trade and other receivables (Group): Amounts falling due within one year
Assets held at amortised cost
Trade receivables
Loss allowance
Other receivables
Prepayments
Contract assets
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
1,904
-
218
950
38
3,110
1,570
(12)
504
1,457
374
3,893
The group has no balances due after one year.
Further disclosures relating to trade and other receivables are set out in note 24 below.
18. Trade and other receivables (Company): Amounts falling due within one year
Assets held at amortised cost
Trade receivables
Other receivables
Prepayments
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
45
167
742
954
5
493
917
1,415
Further disclosures relating to trade and other receivables are set out in note 24 below.
19. Trade and other receivables (Company): Amounts falling due after one year
Assets held at amortised cost
Amounts owed by group undertakings
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
7,970
9,468
Amounts owed by group undertakings includes both an unsecured revolving credit facility and intercompany recharges for
trading activities.
Interest is charged on the intercompany loans at a rate of Sterling Overnight Index Average (SONIA) +4%. The Directors
consider that the rate of interest represents a market value and as a result no residual equity component has been recognised
in relation to the loan.
Further disclosures relating to trade and other receivables are set out in note 24 below.
Doctor Care Anywhere | Annual Report 2023 79
Notes to the Financial Statements cont.
20. Trade and other payables (Group): Amounts falling due within one year
Liabilities held at amortised cost
IFRS 16 lease liability <1 year (see note 28)
Trade payables
Other taxation and social security
Other payables
Accruals
Contract liabilities
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
392
1,858
755
38
2,261
614
5,918
349
2,344
811
57
4,237
338
8,136
Within the accruals balance is a £nil (2022: £637,500) accrued expense for a licence fee payable to the joint venture. This is the
only individual material balance within accruals.
Further disclosures relating to trade and other payables are set out in note 24 below.
20. Trade and other payables (Company): Amounts falling due within one year
Liabilities held at amortised cost
IFRS 16 lease liability <1 year (see note 28)
Trade payables
Other taxation and social security
Other payables
Accruals
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
392
1,068
79
35
662
2,236
349
1,585
95
5
1,730
3,764
Further disclosures relating to trade and other payables are set out in note 24 below.
21. Trade and other payables (Group): Amounts falling due after more than one year
Liabilities held at amortised cost
IFRS 16 lease liability >1 year (see note 28)
Other Payables
Further disclosures relating to trade and other payables are set out in note 24 below.
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
207
749
956
620
755
1,375
80 Doctor Care Anywhere | Annual Report 2023
21. Trade and other payables (Company): Amounts falling due after more than one year
Liabilities held at amortised cost
IFRS 16 lease liability >1 year (see note 28)
Amounts owed to group undertakings
Further disclosures relating to trade and other payables are set out in note 24 below.
22. Loans and borrowings (Group)
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
207
6,844
7,051
620
-
620
Loans
Total borrowings
Reported as
Current liabilities
Non-current liabilities
Total borrowings
Balance at 1
Jan 2023
£’000
Proceeds of
borrowings
£’000
Non-cash
movements
£’000
Repayments
£’000
As at 31
December
2023
£’000
-
-
-
-
-
10,000
10,000
401
401
-
-
10,401
10,401
3,846
6,555
10,401
Further disclosures relating to trade and other payables are set out in note 24 below.
Both the current and non-current amounts relate to a loan facility secured with AXA PPP Healthcare Group Limited. The key
terms of this loan are as follows:
Interest charged at 5% per annum, accruing quarterly and paid in full on maturity date
• Maturity date of 30 November 2026
•
• Principal amount repaid in 13 quarterly instalments from 30 November 2023
• Loan facility of £10.0m drawn down at 31 December 2023
• DCA required to maintain look forward 12 month minimum cash balance of £3.0m throughout loan period
• Loan fully repaid on 10 January 2024, refer to note 30
23. Deferred tax balances
The Group has the following financial assets and financial liabilities at the reporting dates:
The balance comprises temporary differences attributable to:
31 December 2023
£’000
31 December 2022
£’000
Intangible assets (see note 15)
Deferred tax liabilities
The balance comprises temporary differences attributable to:
At 31 December 2022
To Statement of Comprehensive Income
At 31 December 2023
-
-
209
209
Intangible assets
£’000
209
(209)
-
Doctor Care Anywhere | Annual Report 2023 81
Notes to the Financial Statements cont.
24. Financial Instruments
The Group has the following financial assets and financial liabilities at the reporting dates:
31 December 2023
£’000
31 December 2022
£’000
Financial assets
Current assets
Held at amortised cost:
Cash and cash equivalents
Other financial assets
Total assets held at amortised cost
Financial liabilities
Current liabilities
Held at amortised cost:
Financial liabilities
Loans and borrowings
Non-current liabilities
Held at amortised cost:
Financial liabilities
Loans and borrowings
6,061
2,122
8,183
4,549
3,847
8,396
956
6,555
7,511
5,406
2,453
7,859
6,987
_
6,987
1,374
_
1,374
Prepayments, contract assets and liabilities under the scope of IFRS 15, and tax and social security balances, are not considered
financial instruments and are excluded from the table above.
Interest received on financial assets held at amortised cost in 2023 was £47,716 (2022: £2,441).
The Group’s financial risk management framework addresses the main risks arising from the Group’s financial instruments,
which are liquidity risk, credit risk and market risk. The Directors review and agree policies for managing these risks, which
are summarised below:
Credit risk: credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables).
The Group’s exposure to credit risk is mitigated by the nature of its customer base and payment profiles. However, cash
collections and aged debtor profiles payments are reviewed on an ongoing basis, to ensure any issues are escalated and
reviewed;
Market risk: market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market prices.
Liquidity risk: the Group seeks to manage financial risk to ensure sufficient liquidity is available to meet foreseeable needs,
through ongoing forecasting of cashflows, and cash management;
The table below summarises the maturity profile of the Group’s financial liabilities with liquidity risk exposure, based on
contractual undiscounted payments:
82 Doctor Care Anywhere | Annual Report 2023
As at 31 December 2023
IFRS 16 lease liability
Loans and borrowings
Other payables
As at 31 December 2022
IFRS 16 lease liability
Other payables
Credit risk
On
demand
£’000
Less than 3
months
£’000
3 to 12
months
£’000
1 to 5 years
£’000
> 5 years
£’000
Total
£’000
-
769
-
769
115
769
4,157
5,041
322
2,308
-
2,630
214
6,555
750
7,519
-
-
-
651
10,401
4,907
15,959
On
demand
£’000
Less than 3
months
£’000
3 to 12
months
£’000
1 to 5 years
£’000
> 5 years
£’000
Total
£’000
23
-
23
92
6,828
6,920
345
-
345
674
750
1,424
-
-
-
1,134
7,578
8,712
Overdue trade receivables were reviewed for indication of any credit loss issues to assess the likelihood of expected credit
losses. The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits
the use of the lifetime expected loss provision for all trade receivables. To measure the expected credit losses, trade receivables
have been grouped based on shared credit risk characteristics, such as, current relationship with the customer, geographical
location of customers, historical information on payment patterns, and the days past due.
The expected loss rates are based on the historical payment profiles of sales and the corresponding historical credit losses
experienced. The rates are monitored to ensure they reflect current and forward-looking information on macroeconomic
factors.
Overdue trade receivables were reviewed for indication of any credit loss issues to assess the likelihood of expected credit
losses and none were identified. Outstanding customer balances are regularly monitored and reviewed for indicators of
impairment to determine where there is a need for a provision (evidence of financial difficulty of the customer or payment
default).
Bad debts are written off as uncollectible when there is strong objective evidence that there will be no recoverable element
of the debt and all methods of recovery have been exhausted.
The movement in the Expected Credit Loss (‘ECL’) impairment allowance can be reconciled as follows:
Balance at beginning of period
Impairment provisions
Balance at end of period
31 December 2023
£’000
31 December 2022
£’000
12
(12)
-
34
(22)
12
As explained in note 2.11, at 31 December 2023 an expected credit loss of nil% (2022: 1%) was used within the ECL assessment
matrix, since the Group had no history of credit default losses given the profile of its customer base and revenue-generating
activities.
At a Company level, management assesses the recoverability of intercompany debt from subsidiaries. These balances are
monitored and reviewed for indicators of impairment to determine where there is a need for a provision, with the key
indicator being future cash flows of subsidiaries being unable to support repayment of these balances. The Company has not
recognised any ECL provision in this regard.
Doctor Care Anywhere | Annual Report 2023 83
Notes to the Financial Statements cont.
Group capital
The Group’s capital includes issued capital, share premium and all other equity reserves attributable to the equity holders of
the parent. The primary objective of the Group’s capital management is to maximise the shareholder value, whist at the same
time operating within a capital framework that interacts efficiently with liquidity risk, credit risk and market risk frameworks
discussed above.
Movements in the Group’s issued capital, share premium, preference shares, and all other equity reserves attributable to the
equity holders of the parent are as set out in the Consolidated Statement of Changes in Equity.
25. Share capital
Shares in issue
Ordinary
Deferred Ordinary
Total shares in issue
Nominal value
Ordinary
Deferred Ordinary
Share capital
Ordinary
Deferred Ordinary
Total share capital
31 December 2023
£’000
31 December 2022
£’000
366,672,246
366,672,246
99,600
99,600
366,771,846
366,771,846
£0.000167
£0.000167
£0.167
£0.167
61
17
78
61
17
78
All shares in issue are authorised and fully-paid.
Deferred shares carry no voting or economic rights other than the return of the issue price. All other classes of shares entitle
the holder to receive notice of and to attend, speak and to vote at any general meeting. No classes of shares confer rights of
redemption.
During 2023, the parent company issued no ordinary Shares. In 2022 37,013,673 Ordinary Shares with a nominal value of
£0.000167 were issued for a total consideration of £6,407,933.
Ordinary Shares with a nominal value of £0.000167 issued during the prior year included:
- 36,129,032 shares as part of the placement, closed in March 2022.
- 884,641 shares as part of the Security Purchase Plan, closed in March 2022.
Securities in the Company traded on the ASX are in the form of Chess Depository Interests (CDIs). CDIs are a type of depositary
receipt that allows investors to obtain all the economic benefits of share ownership without holding legal title to the shares
themselves. A CDI represents the beneficial interest in underlying shares in a Company. Shares underlying the CDIs are held
by an Australian depositary nominee as the legal owner on behalf and for the benefit of the CDI holder. The holders of CDIs
receive all the economic benefit of actual ownership of the underlying shares.
84 Doctor Care Anywhere | Annual Report 2023
26. Reserves
Share premium account
Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are
deducted from share premium.
Other reserves
Comprises the fair value of share options recognised as an expense as well as foreign currency reserve movements.
Accumulated losses
Includes all current and prior periods retained accumulated losses.
27. Share based payments
The Group grants share options to certain of the Group’s employees and suppliers. The options have a range of vesting periods
and exercise conditions.
The schemes under which the Group has granted share options to its employees are as follows:
Scheme
Vesting condition
Vesting period
Enterprise Management Incentive (EMI)
Company Share Option Plan (CSOP)
Long Term Incentive Plan (LTIP1)
Service-based
Service-based
Service-based
3 - 4 years
On issue - 5 years
3 - 4 years
Long Term Incentive Plan (LTIP2)
Market-based performance
5 years
The fair value of share option awards with service-based vesting conditions has been determined using the Black-Scholes
option-pricing model. The key assumptions utilised in the valuation of these options are detailed below:
Share price
Volatility
Risk-free interest rate
GBP 0.02 - 0.44
AUD 0.05 - 0.70
55%-99%
GBP denominated: 0.38%
AUD denominated: 0.89%-4.19%
Expected term
10 years
The fair value of share option awards with market-based performance vesting conditions has been determined using the
Monte Carlo Simulation Model. The key assumptions utilised in the valuation of these options are detailed below:
Share price
Volatility
Risk-free interest rate
Expected term
AUD 0.80
Company: 57%
Index: 18%
0.33%
5 years
The share-based payment charge/(credit) included in the Statement of Comprehensive Income for the year ended
31 December 2023 was £80,886 (31 December 2022: (£1,188,521)).
Doctor Care Anywhere | Annual Report 2023 85
Notes to the Financial Statements cont.
The following table reflects the number of share options and the weighted average exercise price outstanding during the
period:
Weighted average
exercise price (£)
31 December 2023
Number
31 December 2023
Weighted average
exercise price (£)
31 December 2022
Number
31 December 2022
Outstanding at beginning of period
Granted during the period
Exercised during the period
Lapsed during the period
Outstanding at the end of the period
Exercisable at period-end
0.31
0.03
-
0.25
0.24
0.22
10,090,423
2,600,000
-
31,875
12,658,548
9,489,453
0.36
0.29
-
0.26
0.31
0.23
28,981,320
769,105
-
19,660,002
10,090,423
7,925,703
The range of exercise prices in respect of options outstanding at 31 December 2023 is £0.03 to £0.59 (2022: £0.05 to £0.59). The
weighted average remaining contractual life of outstanding options at 31 December 2023 is 6.4 years (2022: 7.1 years)
28. Leases
The Group adopted IFRS 16 at the year ended 31 December 2020. The Group has leases over office space in the territories in
which it operates as well as computer equipment. Those leases exceeding 12 months at the date of transition to IFRS 16 were
being recognised as a right of use asset and a lease liability on the statement of financial position. Details of the right of use
assets are included in note 14.
The Group entered into a lease for property in London in September 2020 for a period of 5 years expiring in September 2025.
The Group also entered into a lease for the use of laptops in December 2021 for a period of 3 years expiring in December 2024.
The right of use assets and lease liabilities shown in the Consolidated Statement of Financial Position are in respect of these
leases.
The carrying amounts of right of use assets, and the movements during the period, are shown in note 14 above. All payments
due on these leases are fixed under the terms of the relevant lease agreements.
Set out below are the carrying amounts of lease liabilities and the movements during the year:
Year ended
31 December
2023
£’000
Year ended
31 December
2022
£’000
969
221
-
93
(684)
599
392
207
1,541
-
(283)
114
(216)
969
349
620
At beginning of year
Additions
Disposals relating to rent free period
Accretions of interest
Payments
At end of year
Current (Note 20)
Non-Current (Note 21)
86 Doctor Care Anywhere | Annual Report 2023
The following amounts are recognised in the Consolidated Income Statement:
Depreciation of right of use assets
Operating lease charge
Accretions of interest on lease liabilities
31 December 2023
£’000
31 December 2022
£’000
290
(284)
93
243
(234)
114
The Group also has certain leases of computer equipment with lease terms of 12 months or less, and leases of office equipment
with low value. The Group applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these
leases. Minimum leases payments under non-cancellable operating leases in respect of these items are as follows:
Leases maturing
No later than one year
Later than one year and not later than five years
Total
31 December 2023
£’000
31 December 2022
£’000
8
1
9
12
9
21
The charge taken through the Consolidated Statement of Comprehensive Income in respect of these leases in 2023 totals
£9,469 (2022: £12,894)
29. Related party transactions
The directors consider the Directors, Chief Executive Officer & Chief Financial Officer as key management personnel. Key
management remuneration is disclosed in note 10. Amounts owed to the group from key management personnel on 31
December 2023 was £nil (31 December 2022: £4,685).
During the year-ended 31 December 2023 the Company made sales of £nil (for the year ended 31 December 2022: £4,685) to
Talbot Baines Limited a company with a common director. At 31 December 2023, the Company was owed £nil (31 December
2022: £4,685) from Talbot Baines Limited.
During the year-ended 31 December 2023 the Company incurred fees of £31,250 (for the year ended 31 December 2022: £116,484)
from Emerald Hill Associates Pty Ltd, a company with a common director. At 31 December 2023, the Company owed £nil (31
December 2022: £56,000) to Emerald Hill Associates Pty Ltd.
During the year-ended 31 December 2023 the Company incurred fees of £12,097 (for the year ended 31 December 2022:
£39,398) from Miscamble Forrest Pty Ltd, a company with a common director. At 31 December 2023, the Company owed £nil
(31 December 2022: £10,000) to Miscamble Forrest Pty Ltd.
During the year-ended 31 December 2023 the Company incurred fees of £nil (for the year ended 31 December 2023: £38,000)
from Calforce Ltd, a company with a common director. At 31 December 2023, the Company owed £nil (31 December 2022:
£38,000) to Calforce Ltd.
All transactions with related parties were conducted on an arms’ length basis.
30. Events after the reporting date
On 11 December 2023 the Company announced the signing of a £10.6m convertible loan note, subject to approval at a
shareholder meeting on 4 January 2024. The note was approved at this meeting. The key terms of the note are as follows:
• Convertible Notes due 31 December 2027, with no repayment of principal required until maturity.
• Conversion price of £0.04591 (A$0.0875), a premium of 94% to the closing price on 11 December 2023.
• Zero coupon and no interim repayments
• Funds used to repay the £10m loan facility with AXA Health (“AXA Loan”).
• AXA Health and Axia Investments participated in the Convertible Notes
• The Convertible Notes are convertible by the holder at A$0.0875 per CDI, being a 94% premium to the closing price of the
Company’s CDIs on 11 December 2023, the last trading date of the CDIs prior to the announcement of the transaction
Doctor Care Anywhere | Annual Report 2023 87
31. Controlling party
In the opinion of the directors there is no ultimate controlling party.
32. Subsidiaries & Joint Ventures
From 1 January 2022 to 31 December 2023 Doctor Care Anywhere Group PLC owned 100% of the ordinary share capital of the
following subsidiary undertakings:
DCA Innovation Limited, a Technological design services company registered in England and Wales.
Doctor Care Anywhere Limited, a digital healthcare service company registered in England and Wales.
Synergix Medical Staffing Limited, Synergix Health Retail Services Limited and Synergix Health (Services) Limited, dormant
companies registered in England and Wales.
On 5 March 2021, Doctor Care Anywhere Ireland Limited, a digital healthcare service company 100% owned by Doctor Care
Anywhere Group PLC was incorporated in the Republic of Ireland. The registered company address for Doctor Care Anywhere
Ireland is 25-28 North Wall Quay, IFSC, Dublin 1, D01 H104, Ireland.
On 8 September 2021 Doctor Care Anywhere Group PLC acquired 100% of the share capital of GP2U Telehealth Pty Ltd, a
digital healthcare service company registered in Australia. The registered company address for GP2U Telehealth Pty Ltd is
Level 2, 38 Montpelier Retreat, Battery Point, Hobart 7004, Australia. On 9 July 2023 “the Company” fully disposed of its
shareholding in GP2U.
The Company is party to a joint venture with AXA Health. The Company holds 50% of the issued share capital of Doctor at
Hand Diagnostics Limited, with AXA Health holding the other 50%. Doctor at Hand Diagnostics Limited is a digital healthcare
service company registered in England and Wales.
88 Doctor Care Anywhere | Annual Report 2023
Doctor Care Anywhere | Annual Report 2023 89
Independent Auditor’s Report
to the Members of Doctor Care Anywhere Group Plc
Opinion
We have audited the financial statements of Doctor Care Anywhere Group Plc (the “Parent Company”) and its subsidiaries (the
“Group”) for the period ended 31 December 2023, which comprise:
•
•
•
•
•
the Group income statement and statement of other comprehensive income for the year ended 31 December 2023;
the Group and parent company statements of financial position as at 31 December 2023;
the Group and parent company statements of changes in equity for the year then ended;
the Group and parent company statements of cash flows for the year then ended; and
the notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the financial statements is applicable law and
accordance with UK adopted international accounting standards.
In our opinion the financial statements:
• give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 31 December 2023 and of the
Group’s loss for the year then ended;
• have been properly prepared in accordance with UK adopted international accounting standards; and
•
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial
statements section of our report. We are independent of the Group and the Parent Company in accordance with the ethical
requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard as
applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group’s and Parent
Company’s ability to continue to adopt the going concern basis of accounting included
• Understanding the system of internal control over the cash flow management and budgeting processes;
• Assessing the adequacy of the period covered in management going concern assessment;
• Confirming the reasonability of the inputs and assumptions in the budgets as well as identifying which inputs had been
subjected to stress testing and how the results of the stress testing impacted the conclusions.
• Critical to the going concern basis of accounting is the repayment of the loan agreement with AXA through the issuance
of convertible loan notes in January 2024 and the continual improvement in cash generation from operations. To this end
we agreed the repayment of the loan to supporting cashflows and the issuance of the convertible loan note to supporting
documentation having regard to the announcements made by the Group. We also understood the terms of the convertible
loan to identify any financial covenants or cashflows that were relevant to the going concern period to ensure they were
accurately incorporated in the model. For cash generation we understood the key assumptions including consultation
levels, margins and administrative cost base and agreed the reasonableness to historic and current trading;
• Performed sensitivity analysis over the level of financial resources available and the key assumptions used in the forecast
having regard to historic trade, post year end trading and industry data;
• Considered the accuracy of the previous going concern forecasts by comparing to actual outcome to assess the risk of
management bias in assumptions;
• Considered the adequacy of cash reserves including available facilities to allow the group to meet liabilities as they fall
due;
• Enquired of management the processes for ensuring compliance with laws and regulations and understanding the impact
of instances of non-compliance;
• Reviewed results of regulatory inspection conducted during the year including the conclusions from the Care Quality
90 Doctor Care Anywhere | Annual Report 2023
Commission (”CQC”) inspection published in October 2023 where improvements were required in certain areas. Understood
the impact of the results of inspections on the Groups service agreement with AXA and action plans being undertaken and
agreed with the CQC. We held discussions with relevant individuals outside finance team to understand and corroborate
the conclusions reached;
• Performed procedures to confirm whether there are any material outstanding litigations that could impact the financial
statements and result in cashflows in the Going concern period of assessment and we are satisfied that there are none;
and
• Assessing the completeness and accuracy of the matters described in the going concern disclosure within the significant
accounting policies as set out in Note 2.3.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the Group’s and Parent Company’s ability to continue as a going
concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant
sections of this report.
Overview of our audit approach
Materiality
In planning and performing our audit we applied the concept of materiality. An item is considered material if it could
reasonably be expected to change the economic decisions of a user of the financial statements. We used the concept of
materiality to both focus our testing and to evaluate the impact of misstatements identified.
Based on our professional judgement, we determined overall materiality for the Group financial statements as a whole to be
£390,000 based on a 1% turnover. Materiality for the Parent Company financial statements as a whole was set at £200,000
based on 3% of the entities result for the period.
We use a different level of materiality (‘performance materiality’) to determine the extent of our testing for the audit of the
financial statements. Performance materiality is set based on the audit materiality as adjusted for the judgements made as to
the entity risk and our evaluation of the specific risk of each audit area having regard to the internal control environment. This
is set at £273,000 for the group and £140,000 for the parent. We reviewed this during the audit but considered that it remained
set at an appropriate amount.
Where considered appropriate performance materiality may be reduced to a lower level, such as, for related party transactions
and directors’ remuneration.
We agreed with the Audit Committee to report to it all identified errors in excess of £19,500. Errors below that threshold would
also be reported to it if, in our opinion as auditor, disclosure was required on qualitative grounds.
Overview of the scope of our audit
Our engagement was in respect of the audit of the Group’s consolidated financial statements and those of the Parent Company.
Our audit approach was developed by obtaining a thorough understanding of the Group’s activities and is risk based.
Based on this understanding we assessed those aspects of the Group and subsidiary companies’ transactions and balances
which were most likely to give rise to a material misstatement and were most susceptible to irregularities including fraud or
error.
Specifically, we identified what we considered to be areas of increased risk and planned an audit approach to focus on these
areas accordingly. We undertook a combination of analytical procedures and substantive testing on significant transactions,
balances and disclosures, the extent of which was based on various factors such as our overall assessment of the control
environment, the effectiveness of controls over individual systems and the management of specific risks.
We conducted specific audit procedures in relation to all entities within the Group without the use of component auditors.
The parent company and the Group’s two UK subsidiaries, Doctor Care Anywhere Limited and DCA Innovation Limited were
subject to full scope audit procedures by the Group audit team. The joint venture, Doctor at Hand Diagnostics Limited, was
subject to analytical procedures on the basis of materiality and its presentation within discontinued operations. The Group’s
Australian subsidiary, GP2U Telehealth Pty Limited was also subject to analytical procedures as this was disposed of part way
through the year and therefore the risk of material misstatement is reduced. Dormant entities within the group were not
subject to testing.
Doctor Care Anywhere | Annual Report 2023 91
Independent Auditor’s Report cont.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not
due to fraud) that we identified. These matters included those which had the greatest effect on the overall audit strategy,
the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in
the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
In addition to Going Concern, noted above, we identified the following Key Audit Matters. This is not a complete list of all risks
identified by our audit.
Key audit matter How the scope of our audit addressed the key audit matter
Revenue Recognition
Revenue is recognised in accordance with the accounting policy set out in the financial statements. The group has a two main
revenue streams with different revenue recognition points, including utilisation revenue recognised at a point in time and
subscription revenue recognised overtime.
Revenue for the year amounted to £38.5m (2022: £29.3m) mainly split as follows: utilisation £36.0m (2022: £27.1m) and
subscriptions £2.5m (2022: £2.2m).
Errors in the recognition of revenue could materially misstate the financial statements and key investor metrics.
Key audit matter
Revenue Recognition
Refer to note 2.4 and note 4 of the financial statements.
Revenue is recognised in accordance with the accounting policy
set out in the financial statements. The group has a two main
revenue streams with different revenue recognition points,
including utilisation revenue recognised at a point in time and
subscription revenue recognised over time.
Revenue for the year amounted to £38.5m (2022: £29.3m)
mainly split as follows: utilisation £36.0m (2022: £27.1m) and
subscriptions £2.5m (2022: £2.2m).
Errors in the recognition of revenue could materially misstate
the financial statements and key investor metrics.
Revenue is a significant risk area as judgements are required in
determining the appropriate revenue recognition point.
Depreciation of right of use assets
How the scope of our audit addressed the key audit matter
Our work focused on assessing that revenue accounting policies
were compliant with IFRS and validating that revenue is
recognised in accordance with the accounting policies and that
cut off was correctly applied through testing.
We understood and walked through the revenue recognition
process and the related systems of internal control. Including,
engaging with our internal IT specialists to ensure consultation
information generated by the platform was accurate and
complete which is used by management to generate invoices.
We tested substantively the processing of revenue across he
revenue streams to ensure that the processes are in place to
recognise revenue in the appropriate periods.
Substantively tested the contract assets and liabilities to test the
accuracy of the revenue recognised to contractual terms and
supporting evidence.
We ensured that revenue was recognised in the correct
accounting period through a review of a sample of contracts
to identify performance obligations and obtained evidence
that they had been met, we agreed the sample through to cash
received.
We reviewed sampled invoices after the end of the reporting
period to ensure they related to performance obligations after
the end of that reporting period.
We reviewed revenue disclosures and segmental reporting to
ensure compliance with the accounting standards.
92 Doctor Care Anywhere | Annual Report 2023
Key audit matter
How the scope of our audit addressed the key audit matter
Capitalisation of intangible assets
Our audit procedures in this area included:
Refer to note 2.5, note 3 and note 15 of the financial statements.
The carrying value of intangible assets including capitalised
development costs as at 31 December 2023 was £6.0m (2022:
£9.1m). Additions in the year amounted to £2.2m (2022: £2.2m)
and amortisation was £1.8m (2022: £1.5m). Impairment of
intangibles including capitalised software development costs
and goodwill amounted to £1.7m (£2.5m) and £0.2m (2022:
£0.8m) respectively.
The risk on the capitalisation of the intangibles was in relation
to appropriateness of management’s judgements concerning
whether the capitalisation criteria have been met.
There was also the risk of errors in the capturing of relevant costs
resulting in misstatements in the amount being capitalised,
predominantly the risk that capitalised costs did not meet the
capitalisation criteria under IAS 38.
Understanding the control processes and systems relevant to
the application of the accounting policy on the capitalisation of
the software development costs;
Obtaining an understanding of the platform and the projects in
place in the year to enhance and improve its capabilities;
Obtaining management’s assessment of the development
projects undertaken and whether they meet, or not, the
capitalisation criteria in IAS 38 and challenging same;
For projects where capitalisation has occurred obtaining
evidence to support the technical feasibility, commercial
viability and intention to complete to ensure the capitalisation
criteria within IAS 38 have been met;
Testing, on a sample basis, capitalised costs through to
supporting documentation including timesheets and other
salary information;
Reviewing the sources of these costs by obtaining third party
invoices or receipts, payroll records, timesheets;
Understanding management’s assessment and
judgement
around which percentage or ratio of costs incurred in respect
of software developers should be capitalised or not by holding
discussions with management’s technical/project heads;
Reviewing the adequacy of disclosure.
Our audit procedures in relation to these matters were designed in the context of our audit opinion as a whole. They were not
designed to enable us to express an opinion on these matters individually and we express no such opinion.
Other information
The directors are responsible for the other information. The other information comprises the information included in the
annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements
does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial statements, or our knowledge
obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether there is a material misstatement in the financial statements
or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion based on the work undertaken in the course of our audit
•
•
the information given in the strategic report and the directors’ report for the financial year for which the financial
statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
Doctor Care Anywhere | Annual Report 2023 93
Independent Auditor’s Report cont.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the group and the parent company and their environment obtained in the
course of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing 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 by the parent company, or returns adequate for our audit have not been
received from branches not visited by us; or
the parent 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.
Responsibilities of the directors for the financial statements
As explained more fully in the directors’ responsibilities statement set out on page 53, the directors are responsible for
the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and parent company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have
no realistic alternative but to do so.
Responsibilities of the directors for the financial statements
As explained more fully in the directors’ responsibilities statement set out on page 53, the directors are responsible for
the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal
control as the directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and parent company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have
no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with
our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent
to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and the procedures
in place for ensuring compliance. Based on our understanding of the Group and industry, discussions with management and
the Board of Directors we identified financial reporting standards and Companies Act 2006 as having a direct effect on the
amounts and disclosures in the financial statements. Our work included direct enquiry of management, reviewing Board and
relevant committee minutes and inspection of correspondence.
As part of our audit planning process, we assessed the different areas of the financial statements, including disclosures, for the
risk of material misstatement. This included considering the risk of fraud where direct enquiries were made of management
and those charged with governance concerning both whether they had any knowledge of actual or suspected fraud and
their assessment of the susceptibility of fraud. We considered the risk was greater in areas involving significant management
estimate or judgement. Based on this assessment we designed audit procedures to focus on key areas of estimate or
judgement, this included specific testing of journal transactions, both at the year end and throughout the year.
94 Doctor Care Anywhere | Annual Report 2023
Other laws and regulations where non-compliance may have a material effect on the Group’s operations are Care Quality
Commission (CQC) regulations and General Data Protection Regulation (GDPR).
Our audit procedures included:
- enquiry of management about the Group’s policies, procedures and related controls regarding compliance with laws and
regulations and if there are any known instances of non-compliance including fraud;
- examining supporting documents for all material balances, transactions and disclosures;
- review of minutes of meetings of the Board of Directors;
- enquiry of management about litigations and claims;
- evaluation of the selection and application of accounting policies related to subjective measurements and complex
transactions, in particular those items included in the Key Audit Matters;
- reviewing reports of inspections conducted by regulators during the year and management action plans to address
inspection findings;
- analytical procedures to identify any unusual or unexpected relationships;
- testing the appropriateness of journal entries recorded in the general ledger and other adjustments made in the preparation
of the financial statements; and
- review of accounting estimates for biases.
Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial
statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).
We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and
regulations.
The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from fraud
because fraud may involve sophisticated and carefully organized schemes designed to conceal it, including deliberate failure
to record transactions, collusion or intentional misrepresentations being made to us.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting
Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act
2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
John Charlton (Senior Statutory Auditor)
for and on behalf of
Crowe U.K. LLP
Statutory Auditor
London
27 March 2024
Doctor Care Anywhere | Annual Report 2023 95
Shareholder Information
The information set out below was correct as at 15 March 2024.
Distribution of Shareholders
Analysis of numbers of shareholders by size of holding:
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Rounding
Total
Total holders
1,997
2,062
643
985
201
Units
1,310,568
5,459,996
5,099,238
30,034,323
324,690,509
% units
0.36
1.49
1.39
8.19
88.57
0.00
5,888
366,594,634
100.00
Unmarketable Parcels
Analysis of numbers of shareholders by size of holding:
Range
Minimum Parcel Size
Minimum $ 500.00 parcel at $ 0.0680 per unit
7,353
Holders
4,317
Units
8,387,163
96 Doctor Care Anywhere | Annual Report 2023
Twenty Largest Quoted Equity Holders
Rank
Name
UBS NOMINEES PTY LTD
CARANI HOLDINGS LIMITED
VIJAY PATEL
BGF NOMINEES LIMITED
BUTTONWOOD NOMINEES PTY LTD
GLENEAGLE SECURITIES NOMINEES PTY LIMITED
BHIKHU PATEL
HADSTON 1 LLP\C
PATAGORANG PTY LTD
LAWN VIEWS PTY LTD
BNP PARIBAS NOMINEES PTY LTD
JASFORCE PTY LTD
BGF NOMINEES LIMITED
INDIGENOUS CAPITAL LIMITED
MR KENNETH JOSEPH HALL
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
16
16
19
UNITS
82,899,716
44,264,604
26,094,880
18,042,248
16,627,086
11,008,636
8,698,178
8,587,773
8,191,201
6,000,000
5,208,177
3,757,500
3,742,855
3,116,420
2,500,000
2,369,224
2,245,236
% of issued
capital
22.61
12.07
7.12
4.92
4.54
3.00
2.37
2.34
2.23
1.64
1.42
1.02
1.02
0.85
0.68
0.66
0.66
0.66
0.65
0.61
BARNETT WADDINGHAM TRUSTEES (1996) LIMITED
2,406,855
BARNETT WADDINGHAM TRUSTEES (1996) LIMITED
2,406,855
BARNETT WADDINGHAM TRUSTEES (1996) LIMITED
2,406,855
CHRISTOPHER ROBIN MOORE
20
THE HOSPITALS CONTRIBUTION FUND OF AUSTRALIA LIMITED
Substantial Shareholders holding 5% or more of the Company’s securities
Name
Thorney Technologies Ltd
Vijay Patel
Carani Holdings Limited
BGF Nominees Limited
Holding
Percent
Date of Notice
87,497,791
37,133,058
44,264,604
21,785,103
23.86
10.15
12.10
6.84
9 Feb 2024
8 March 2022
8 March 2022
27 Nov 2020
Doctor Care Anywhere | Annual Report 2023 97
Corporate Directory
Directors
John Stier
Independent Chair and Non-Executive Director
Romana Abdin
Independent Non-Executive Director
Dr Aleksandra Spencer
Independent Non-Executive Director
David Ravech
Non-Executive Director
Ben Kent
Executive Director
Officers of the Company
Ben Kent
Chief Executive Officer
Seema Sangar
Chief Financial Officer
Cathy Baxandall
Company Secretary
Registered office and principal place of business in the UK
13-15 Bouverie Street, 2nd Floor, London, England, EC4Y 8DP
Share Registrar
Computershare Investor Services Pty Ltd
452 Johnston Street
ABBOTSFORD VIC 3067
Ph: +61 3 9415 4000
Auditor
Crowe U.K. LLP
55 Ludgate Hill
London
EC4M 7JW
Stock Exchange Listing
Doctor Care Anywhere Group PLC shares are listed on the Australian Securities Exchange (Listing code: DOC)
Website
www.doctorcareanywhere.com
Company Details
UK Company Number: 08915336
ARBN: 645 163 873
98 Doctor Care Anywhere | Annual Report 2023
Doctor Care Anywhere | Annual Report 2023 99
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