Caseware UK (AP4) 2022.0.179 2022.0.179 2022-12-31The Company's principal activity is that of marketing and consulting services. JFrog UK Limited ('the Company') a private company limited by shares registered in England and Wales. The address of the Company's registered office is 30 Old Bailey, London, EC4M 7AU. The Company's registered number is 13317983. The Company was incorporated on 7th April 2021, therefore the comparatives cover the period from incorporation to 31 December 2021. The Company's principal activity is that of marketing and consulting services.2022-12-31false2022-01-01false83true 13317983 2022-01-01 2022-12-31 13317983 2021-04-07 2021-12-31 13317983 2022-12-31 13317983 2021-12-31 13317983 2 2022-01-01 2022-12-31 13317983 2 2021-04-07 2021-12-31 13317983 d:Director1 2022-01-01 2022-12-31 13317983 d:RegisteredOffice 2022-01-01 2022-12-31 13317983 e:CurrentFinancialInstruments 2022-01-01 2022-12-31 13317983 e:CurrentFinancialInstruments 2022-12-31 13317983 e:CurrentFinancialInstruments 2021-12-31 13317983 e:CurrentFinancialInstruments e:WithinOneYear 2022-12-31 13317983 e:CurrentFinancialInstruments e:WithinOneYear 2021-12-31 13317983 e:UKTax 2022-01-01 2022-12-31 13317983 e:UKTax 2021-04-07 2021-12-31 13317983 e:ShareCapital 2022-01-01 2022-12-31 13317983 e:ShareCapital 2022-12-31 13317983 e:ShareCapital 2021-04-07 2021-12-31 13317983 e:ShareCapital 2021-12-31 13317983 e:CapitalRedemptionReserve 2022-01-01 2022-12-31 13317983 e:CapitalRedemptionReserve 2021-04-07 2021-12-31 13317983 e:OtherMiscellaneousReserve 2022-01-01 2022-12-31 13317983 e:OtherMiscellaneousReserve 2022-12-31 13317983 e:OtherMiscellaneousReserve 1 2022-01-01 2022-12-31 13317983 e:OtherMiscellaneousReserve 2021-04-07 2021-12-31 13317983 e:OtherMiscellaneousReserve 2021-12-31 13317983 e:OtherMiscellaneousReserve 1 2021-04-07 2021-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2022-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2 2022-01-01 2022-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2021-04-07 2021-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2021-12-31 13317983 e:RetainedEarningsAccumulatedLosses 2 2021-04-07 2021-12-31 13317983 e:TaxLossesCarry-forwardsDeferredTax 2022-12-31 13317983 e:TaxLossesCarry-forwardsDeferredTax 2021-12-31 13317983 d:OrdinaryShareClass1 2022-01-01 2022-12-31 13317983 d:OrdinaryShareClass1 2021-04-07 2021-12-31 13317983 d:OrdinaryShareClass1 2022-12-31 13317983 d:OrdinaryShareClass1 2021-12-31 13317983 d:FRS102 2022-01-01 2022-12-31 13317983 d:Audited 2022-01-01 2022-12-31 13317983 d:FullAccounts 2022-01-01 2022-12-31 13317983 d:PrivateLimitedCompanyLtd 2022-01-01 2022-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 13317983









JFROG UK LIMITED









DIRECTOR'S REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2022

 
JFROG UK LIMITED
 
 
COMPANY INFORMATION


Director
Orit Goren 




Registered number
13317983



Registered office
30 Old Bailey

London

EC4M 7AU




Independent auditor
Mazars LLP
Chartered Accountants & Statutory Auditor

90 Victoria Street

Bristol

BS1 6DP





 
JFROG UK LIMITED
 

CONTENTS



Page
Director's Report
 
1 - 2
Independent Auditor's Report
 
3 - 6
Statement of Comprehensive Income
 
7
Statement of Financial Position
 
8
Statement of Changes in Equity
 
9
Notes to the Financial Statements
 
10 - 18


 
JFROG 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.

Director's responsibilities statement

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 judgements and accounting estimates that are reasonable and prudent; and

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 2006He 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.

Principal activity

The Company's principal activity is that of marketing and consulting services.  

Results and dividends

The profit for the year, after taxation, amounted to £66,655 (2021 - loss £38,837).

Director

The Director who served during the year was:

Orit Goren 

Page 1

 
JFROG UK LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022

Economic impact of global events

UK businesses are currently facing many uncertainties such as the consequences of Brexit, COVID-19, environmental sustainability and geopolitical events such as the Russian invasion of Ukraine. These uncertainties have contributed to an environment where there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working. 
The Directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and have concluded that these are non-adjusting events with the greatest impact on the business expected to be from the economic ripple effect on the global economy. The Directors have taken account of these potential impacts in their going concern assessment.
JFrog UK Limited, continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.
 

Disclosure of information to auditor

The Director at the time when this Director's Report is approved has confirmed that:
 
so far as the Director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Auditor

The auditor, Mazars LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Small companies note

In preparing this report, the Director has taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf by:
 





Orit Goren
Director

Date: 18 September 2023

Page 2

 
JFROG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF JFROG UK LIMITED
 

Opinion

We have audited the financial statements of JFrog UK Limited (the ‘Company’) for the year ended 31 December 2022 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

give a true and fair view of the state of the Company’s affairs as at 31 December 2022 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
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 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 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 Director use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
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 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 Director with respect to going concern are described in the relevant sections of this report.

Page 3

 
JFROG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF JFROG UK LIMITED
 

Other information

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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
 
the information given in the 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 have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Director's Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of Director remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the Director was not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemption in preparing the Director's Report and from the requirement to prepare a Strategic Report.
Page 4

 
JFROG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF JFROG UK LIMITED
 

Responsibilities of Director

As explained more fully in the Director's Responsibilities Statement set out on page 1, the Director is 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 Director determines 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 Director is responsible for assessing the 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 Director intends either to liquidate the Company or to cease operations, or has 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.
 
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
 
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. 

Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation, non-compliance with implementation of government support schemes relating to COVID-19.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.  

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. 
Page 5

 
JFROG UK LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF JFROG UK LIMITED
 

In addition, we evaluated the Director and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, revenue recognition (which we pinpointed to the cut off assertion) and significant one-off or unusual transactions.

Our audit procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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 the audit 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.




Jonathan Marchant (Senior statutory auditor)

  
for and on behalf of

Mazars LLP
Chartered Accountants and Statutory Auditor 
90 Victoria Street
Bristol
BS1 6DP

19 September 2023
Page 6

 
JFROG UK LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

Year ended 31 December
9 months to
31 December
2022
2021
Note
£
£

  

Turnover
  
1,705,627
151,879

Gross profit
  
1,705,627
151,879

Administrative expenses
  
(1,637,776)
(190,345)

Other operating income
  
108
-

Operating profit/(loss)
 3 
67,959
(38,466)

Interest payable and similar expenses
  
(1,952)
(371)

Profit/(loss) before tax
  
66,007
(38,837)

Tax credit on profit
 6 
648
-

Profit/(loss) for the financial year
  
66,655
(38,837)

Other comprehensive income for the year
  

  

Total comprehensive income for the year
  
66,655
(38,837)

The notes on pages 10 to 18 form part of these financial statements.

Page 7

 
JFROG UK LIMITED
REGISTERED NUMBER: 13317983

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

  

Current assets
  

Debtors: amounts falling due within one year
 7 
275,147
42,708

Cash at bank and in hand
 8 
39,449
10,262

  
314,596
52,970

Creditors: amounts falling due within one year
 9 
(182,746)
(72,207)

Net current assets/(liabilities)
  
 
 
131,850
 
 
(19,237)

Total assets less current liabilities
  
131,850
(19,237)

  

Net assets/(liabilities)
  
131,850
(19,237)


Capital and reserves
  

Called up share capital 
 11 
100
100

Share-based compensation reserve
 12 
103,932
19,500

Profit and loss account
 12 
27,818
(38,837)

  
131,850
(19,237)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 18 September 2023.




Orit Goren
Director

The notes on pages 10 to 18 form part of these financial statements.

Page 8

 
JFROG UK LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Share-based compensation reserve
Profit and loss account
Total equity

£
£
£
£

At 1 January 2022
100
19,500
(38,837)
(19,237)


Comprehensive income for the year

Profit for the year
-
-
66,655
66,655
Total comprehensive income for the year
-
-
66,655
66,655

Share based payments
-
84,432
-
84,432


Total transactions with owners
-
84,432
-
84,432


At 31 December 2022
100
103,932
27,818
131,850



STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2021


Called up share capital
Share-based compensation reserve
Profit and loss account
Total equity

£
£
£
£


Comprehensive income for the period

Loss for the period
-
-
(38,837)
(38,837)
Total comprehensive income for the period
-
-
(38,837)
(38,837)

Shares issued during the period
100
-
-
100

Share based payments
-
19,500
-
19,500


Total transactions with owners
100
19,500
-
19,600


At 31 December 2021
100
19,500
(38,837)
(19,237)


The notes on pages 10 to 18 form part of these financial statements.

Page 9

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

JFrog UK Limited ('the Company') a private company limited by shares registered in England and Wales. The address of the Company's registered office is 30 Old Bailey, London, EC4M 7AU. The Company's registered number is 13317983. 
The Company was incorporated on 7th April 2021, therefore the comparatives cover the period from incorporation to 31 December 2021.
The Company's principal activity is that of marketing and consulting services.  

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Going concern

The Director considers the going concern basis of accounting to be appropriate. The Company operates as the UK operation for the JFrog group and is dependent on the support of its parent in order to operate. The Director has received confirmation that the group will continue to support the Company as necessary for the forseeable future and therefore has not identified any material uncertainties that would cast significant doubt on the ability of the Company to continue as a going concern. 

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

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 profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Page 10

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.3
Foreign currency translation (continued)

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.

 
2.4

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.6

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

  
2.7

Share option scheme

The Company participates in a group share option scheme and the group allocates the element of the share based payment charge that relates to employees who work for the Company.

Page 11

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the 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 operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except 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.

 
2.9

Debtors

       Short-term debtors are measured at transaction price, less any impairment.

 
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

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.               

Page 12

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.12

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

 
2.13

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.


3.


Operating loss

The operating loss is stated after charging:

Year ended 31 December
9 months to
31 December
2022
2021
£
£

Exchange differences
19,071
3,116


4.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


Year ended 31 December 2022
9 months to 31 December 2021
£
£



Fees payable to the Company's auditor for the audit of the Company's 
financial statements
11,750
7,000

Page 13

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

5.


Employees

The average monthly number of employees, including Directors, during the year was  (2021 - 3).


6.


Taxation


31 December
9 months to
31 December
2022
2021
£
£

Corporation tax


Current tax on profits for the year
22,538
-


Total current tax
22,538
-

Deferred tax


Origination and reversal of timing differences
(23,186)
-

Total deferred tax
(23,186)
-


Taxation on profit/(loss) on ordinary activities
(648)
-
Page 14

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
 
6.Taxation (continued)


Factors affecting tax charge for the year/period

The tax assessed for the year/period is lower than (2021 - higher than) the standard rate of corporation tax in the UK of 19% (2021 - 19%). The differences are explained below:

31 December
9 months to
31 December
2022
2021
£
£


Profit/(loss) on ordinary activities before tax
66,005
(38,837)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
12,541
(7,379)

Effects of:


Expenses not deductible for tax purposes
16,061
3,705

Adjustments to tax charge in respect of prior periods
(16,306)
(3,705)

Other permanent differences
(2,777)
-

Timing not recognised in the computation
2,777
-

Remeasurement of deferred tax for changes in tax rates
(3,235)
(2,330)

Movement in deferred tax not recognised
(9,709)
9,709

Total tax credit for the year/period
(648)
-


Factors that may affect future tax charges

The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the United Kingdom will increase from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.

Page 15

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

7.


Debtors

2022
2021
£
£


Amounts owed by group undertakings (note 14)
221,953
40,229

Other debtors
8,539
2,479

Prepayments and accrued income
21,469
-

Deferred taxation (note 10)
23,186
-

275,147
42,708


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.


8.


Cash and cash equivalents

2022
2021
£
£

Cash at bank and in hand
39,449
10,262



9.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
32,720
13,770

Amounts owed to group undertakings (note 14)
31,315
-

Corporation tax
22,538
-

Other tax and social security
55,752
18,300

Other creditors
8,400
40,137

Accruals and deferred income
32,021
-

182,746
72,207


Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

Page 16

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

10.


Deferred taxation




2022


£






Charged to profit or loss
23,186



At end of year
23,186

The deferred tax asset is made up as follows:

2022
2021
£
£


Short term timing differences
23,186
-


11.


Share capital

2022
2021
£
£
Allotted, called up and fully paid



100 (2021 - 100) Ordinary shares of £1.00 each
100
100

The Company has one class of ordinary shares which carry voting rights but no right to fixed income.



12.


Reserves

Profit and loss account

This reserve includes all current period retained profits and losses.


13.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £44,220 (2021 - £2,800). Contributions totalling £2,040 (2021 - £1,400) were payable to the fund at the reporting date and are included in creditors.

Page 17

 
JFROG UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

14.


Related party transactions

The Company has taken advantage of the exemption offered in FRS 102, not to disclose transactions entered into between two or more members of a group, provided that any subsidiary undertaking which is a party to the transaction is wholly owned by the same parent undertaking. 


15.


Controlling party

The Company is wholly owned by Jfrog Ltd., a company incorporated in Israel, which is the Company's immediate and ultimate parent company. The registered address of Jfrog Ltd. is 4250465, 3 Hamachshev Street, Netanya, Israel. 
The smallest and largest group of undertakings, for which group accounts for the year end 31 December 2022 have been drawn up, is that headed by Jfrog Limited. Copies of the group accounts can be obtained from registered office: 3 Hamachshev Street, Netanya, Israel.

Page 18