Company registration number 10498050 (England and Wales)
O3 HOLDINGS (UK) LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
PAGES FOR FILING WITH REGISTRAR
O3 HOLDINGS (UK) LIMITED
COMPANY INFORMATION
Directors
D Gabbay
J Gabbay
Company number
10498050
Registered office
8 Sackville Street
London
W1S 3DG
O3 HOLDINGS (UK) LIMITED
CONTENTS
Page
Statement of financial position
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 9
O3 HOLDINGS (UK) LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2023
31 March 2023
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Tangible assets
3
1
1,897
Investment property
4
24,750,000
24,750,000
24,750,001
24,751,897
Current assets
Debtors
5
4,368,613
4,364,967
Cash at bank and in hand
8,630
1,064
4,377,243
4,366,031
Creditors: amounts falling due within one year
6
(2,336,561)
(2,375,651)
Net current assets
2,040,682
1,990,380
Total assets less current liabilities
26,790,683
26,742,277
Creditors: amounts falling due after more than one year
7
-
0
(400,000)
Provisions for liabilities
-
0
(360)
Net assets
26,790,683
26,341,917
Capital and reserves
Called up share capital
9
200
200
Share premium account
24,749,900
24,749,900
Profit and loss reserves
2,040,583
1,591,817
Total equity
26,790,683
26,341,917

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

For the financial year ended 31 March 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

O3 HOLDINGS (UK) LIMITED
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT
31 MARCH 2023
31 March 2023
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 16 October 2023 and are signed on its behalf by:
D Gabbay
Director
Company Registration No. 10498050
O3 HOLDINGS (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
Balance at 1 April 2021
200
24,749,900
1,151,066
25,901,166
Period ended 31 March 2022:
Profit and total comprehensive income for the period
-
-
440,751
440,751
Balance at 31 March 2022
200
24,749,900
1,591,817
26,341,917
Year ended 31 March 2023:
Profit and total comprehensive income for the year
-
-
448,766
448,766
Balance at 31 March 2023
200
24,749,900
2,040,583
26,790,683
O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -
1
Accounting policies
Company information

O3 Holdings (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 8 Sackville Street, London, United Kingdom, W1S 3DG.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Electronic equipment
Straight line over 5 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.3
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. The surplus or deficit on revaluation is recognised in profit or loss.

1.4
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 5 -
1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 6 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Total
2
2
O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 7 -
3
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 April 2022 and 31 March 2023
10,333
Depreciation and impairment
At 1 April 2022
8,436
Depreciation charged in the year
1,897
At 31 March 2023
10,332
Carrying amount
At 31 March 2023
1
At 31 March 2022
1,897
4
Investment property
2023
£
Fair value
At 1 April 2022 and 31 March 2023
24,750,000

The investment property was acquired by the company at fair value on 2 March 2017. The valuation at 2 March 2017 was provided by an independent valuer, Countrywide Surveyors Ltd, trading as Hamptons International. The directors hold the fair value at 31 Mach 2023 to be unchanged from its fair value at 2 March 2017. There was no formal valuation of the property as at 31 March 2023

5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Corporation tax recoverable
238
-
0
Amounts owed by group undertakings
4,348,931
4,348,931
Other debtors
19,444
16,036
4,368,613
4,364,967
O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 8 -
6
Creditors: amounts falling due within one year
2023
2022
£
£
Corporation tax
105,605
103,779
Other creditors
2,230,956
2,271,872
2,336,561
2,375,651

The directors consider that the carrying amount of trade payable approximates to their fair value.

7
Creditors: amounts falling due after more than one year
2023
2022
£
£
Bank loans and overdrafts
-
0
400,000
8
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
-
360
9
Called up share capital
2023
2022
£
£
Ordinary share capital
Issued and fully paid
200 Ordinary A shares of £1 each
200
200
O3 HOLDINGS (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 9 -
10
Related party transactions

At the year end the company was owed £4,348,931 (2022 - £4,348,931) by it's parent company in respect of an interest-free loan which is repayable on demand.

 

At the year end the company owed £1,996,143 (2022 - £2,037,394) to the directors of the company, in respect of interest free loans which are repayable on demand.

 

 

 

11
Parent company

The parent company and ultimate controlling parent company of O3 Holdings (UK) Limited is O3 Holdings Limited and its registered office is 30 De Castro Street, Wickhams Cay 1, Road Town, Tortola, British Virgin Islands.

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