Circlo3 Limited
Unaudited Financial Statements
For the year ended 30 June 2023
Pages for Filing with Registrar
Company Registration No. 11807852 (England and Wales)
Circlo3 Limited
Contents
Page
Balance sheet
1
Notes to the financial statements
2 - 5
Circlo3 Limited
Balance Sheet
As at 30 June 2023
Page 1
2023
2022
Notes
£
£
£
£
Current assets
Debtors
3
758
1,368
Cash at bank and in hand
1,222
457
1,980
1,825
Creditors: amounts falling due within one year
4
(464,955)
(390,307)
Net current liabilities
(462,975)
(388,482)
Capital and reserves
Called up share capital
5
1
1
Profit and loss reserves
(462,976)
(388,483)
Total equity
(462,975)
(388,482)

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 30 June 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.

The financial statements were approved by the board of directors and authorised for issue on 6 November 2023 and are signed on its behalf by:
G  Dubois
Director
Company Registration No. 11807852
Circlo3 Limited
Notes to the Financial Statements
For the year ended 30 June 2023
Page 2
1
Accounting policies
Company information

Circlo3 Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor, 9 Appold Street, London, EC2A 2AP.

1.1
Accounting convention

These financial statements have been prepared in accordance with section 1A of 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 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
Going concern

The company had net liabilities of £462,975 (2022: £388,482) at the balance sheet date. The liabilities at that date include £382,136 (2022: £346,155) due to the parent entity, Circlo3 Group SARL. The directors have received confirmation from the parent entity that it will not seek repayment within one year of the date of approval of these financial statements. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.4
Cash at bank and in hand

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.

Circlo3 Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 3
1.5
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 balance sheet 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.

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.

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.

1.6
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.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

Circlo3 Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 4
1.7
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.8
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Employees

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

2023
2022
Number
Number
Total
2
2
3
Debtors
2023
2022
Amounts falling due within one year:
£
£
Other debtors
758
1,368
4
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
55,576
24,479
Amounts owed to group undertakings
382,136
346,155
Taxation and social security
759
1,329
Other creditors
26,484
18,344
464,955
390,307
Circlo3 Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 5
5
Called up share capital
2023
2022
Ordinary share capital
£
£
Issued and fully paid
Ordinary shares of £1 each
1
1
6
Related party transactions

The company has taken advantage of the exemption available in accordance with FRS 102 section 33 'Related Party Disclosures' not to disclose transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group with which it is party to the transactions.

 

Included in creditors are amounts of £31,100 (2022: £18,750) and £Nil (2022: £7,200) owed to D Van Daele and Prosdocimi Limited respectively. D Van Daele has a material interest in Circlo3 Limited and the spouse of director J S Prosdocimi has a controlling interest in Prosdocimi Limited.

7
Parent company

The company is under the immediate control of Circlo3 Group SARL, by virtue of its majority shareholding. Circlo3 Group SARL is incorporated in Luxembourg with registered address 20 route d'Echternach, L-1453 Luxembourg, Grand-Duché de Luxembourg.

 

There is no individual controlling party.

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