Registered number: 10955125
ANNUAL REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
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NEARLAND (UK) LIMITED
Company Information
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NEARLAND (UK) LIMITED
Contents
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NEARLAND (UK) LIMITED
Director's report
For the Year Ended 31 December 2022
The director presents his report and the financial statements for the year ended 31 December 2022.
The director is responsible for preparing the Director's report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the director is required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director who served during the year was:
The auditor, Sayers Butterworth LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
In preparing this report, the director has taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
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NEARLAND (UK) LIMITED
Director's report (continued)
For the Year Ended 31 December 2022
This report was approved by the board on
Page 2
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NEARLAND (UK) LIMITED
Independent auditor's report to the members of Nearland (UK) Limited
We were engaged to audit the financial statements of Nearland (UK) Limited (the 'Company') for the year ended 31 December 2022, which comprise the Profit and loss account, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
As a result of an intra-group merger in 2020, the assets and liabilities of Limhamn B.V. were transferred to the company. Information and accounting records for Limhamn B.V. were held overseas and we have been unable to obtain sufficient appropriate audit evidence to determine that all assets and liabilities of Limhamn B.V. from the merger are included in these financial statements. We have also been unable to obtain sufficient audit evidence to determine whether there should be any provision against the carrying amount of fixed asset investments of £71,524,032 and owed to group undertakings of £10,633,409 or whether they are correctly included at their carrying values in these financial statements. As a result of these matters, we were unable to determine whether any adjustments might have been necessary to the profit and loss account and balance sheet.
As explained in Note 2.2, the company has not prepared consolidated financial statements for its group which are required by section 399 of the Companies Act 2006 and Financial Reporting Standard No 2 ‘Accounting for Subsidiary Undertakings’. As a consequence, the financial statements do not give all the information about the economic activities of the group of which the company is the parent. It is not practicable to quantify the effects of the departure from this requirement.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The director is responsible for the other information contained within the Annual Report. 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. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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NEARLAND (UK) LIMITED
Independent auditor's report to the members of Nearland (UK) Limited (continued)
Notwithstanding our disclaimer of opinion on the financial statements, in our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Director's report has been prepared in accordance with applicable legal requirements.
Notwithstanding our disclaimer of opinion on the financial statements, in the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Director's report.
Arising from the limitation of our work referred to above:
∙we have not obtained all the information and explanations that we considered necessary for the purposes of our audit; and
∙we were unable to determine whether adequate accounting records have been kept.
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NEARLAND (UK) LIMITED
Independent auditor's report to the members of Nearland (UK) Limited (continued)
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:
Discussions were held with, and enquiries made of management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcome of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
∙Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pension legislation, and distributable profits legislations.
∙It is considered that there are no laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
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.
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NEARLAND (UK) LIMITED
Independent auditor's report to the members of Nearland (UK) Limited (continued)
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.
for and on behalf of
Chartered Accountants
3rd Floor
12 Gough Square
EC4A 3DW
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NEARLAND (UK) LIMITED
Profit and loss account
For the Year Ended 31 December 2022
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NEARLAND (UK) LIMITED
Registered number: 10955125
Balance sheet
As at
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 10 to 14 form part of these financial statements.
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NEARLAND (UK) LIMITED
Statement of changes in equity
For the Year Ended 31 December 2022
Statement of changes in equity
For the Year Ended 31 December 2021
Page 9
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NEARLAND (UK) LIMITED
Notes to the financial statements
For the Year Ended 31 December 2022
Nearland (UK) Limited is a private company, limited by share capital and incorporated in England and Wales. The company's registered office is 240 Blackfriars Road, London, SE1 8NW.
The principal activity of the company during the year was that of an intermediate holding company.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.
The following principal accounting policies have been applied:
The financial statements present information about the company as an individual undertaking and not about its group.
Functional and presentation currency
Transactions and balances
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NEARLAND (UK) LIMITED
Notes to the financial statements
For the Year Ended 31 December 2022
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.
Basic financial assets
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
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NEARLAND (UK) LIMITED
Notes to the financial statements
For the Year Ended 31 December 2022
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NEARLAND (UK) LIMITED
Notes to the financial statements
For the Year Ended 31 December 2022
Page 13
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NEARLAND (UK) LIMITED
Notes to the financial statements
For the Year Ended 31 December 2022
Capital contribution reserve
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