Company registration number SC443891 (Scotland)
OPTIMA PARTNERS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
PAGES FOR FILING WITH REGISTRAR
OPTIMA PARTNERS LIMITED
COMPANY INFORMATION
Directors
Mr A F Crawley
Mrs C Crawley
Mrs J Muir
Ms K A Thomas-Bland
(Appointed 13 July 2022)
Mr R J Pugh
(Appointed 13 July 2022)
Mr C Foley
(Appointed 26 April 2023)
Company number
SC443891
Registered office
Azets
Exchange Place 3
Semple Street
Edinburgh
EH3 8BL
Auditor
Azets Audit Services
Exchange Place 3
Semple Street
Edinburgh
EH3 8BL
OPTIMA PARTNERS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 9
OPTIMA PARTNERS LIMITED
BALANCE SHEET
- 1 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
4
305,188
42,239
Tangible assets
5
68,713
35,945
373,901
78,184
Current assets
Debtors
6
1,065,680
1,412,651
Cash at bank and in hand
941,496
663,313
2,007,176
2,075,964
Creditors: amounts falling due within one year
7
(981,808)
(1,293,561)
Net current assets
1,025,368
782,403
Total assets less current liabilities
1,399,269
860,587
Creditors: amounts falling due after more than one year
8
(1,000,000)
Provisions for liabilities
(68,962)
(17,495)
Net assets
330,307
843,092
Capital and reserves
Called up share capital
9
1,008
1,000
Share premium account
39,498
Share option reserves
64,675
12,228
Profit and loss reserves
225,126
829,864
Total equity
330,307
843,092
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
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 28 March 2024 and are signed on its behalf by:
Mr A F Crawley
Director
Company Registration No. SC443891
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2023
- 2 -
1
Accounting policies
Company information
Optima Partners Limited is a private company limited by shares incorporated in Scotland. The registered office is Azets, Exchange Place 3, Semple Street, Edinburgh, EH3 8BL.
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, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Going concern
The directors have considered a period of at least twelve months from the date on which these financial statements have been signed and having considered all information available to them, believe it appropriate to prepare the financial statements on a going concern basis.true
This assessment of going concern includes the current inflationary pressures impacting on costs. The directors are satisfied that the company has adequate resources to continue to operate for the foreseeable future.
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.
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
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.5
Intangible fixed assets other than goodwill
Development costs are amortised over their estimated useful life of seven years.
1.6
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 3 -
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:
Office equipment
50% - 100% on cost
Fixtures and fittings
15% - 25% on cost
Computers
25% on cost
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.
1.7
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.
1.8
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.
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 4 -
1.9
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.
1.10
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 profit and loss account 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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.11
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.12
Share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes in account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of the options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit and loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
1
Accounting policies
(Continued)
- 5 -
1.13
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
1.14
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.
1.15
Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The directors are of the opinion that there are no significant estimates or judgements that would have a material impact on the financial statements
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
41
19
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 6 -
4
Intangible fixed assets
Other
£
Cost
At 1 July 2022
45,488
Additions
287,890
At 30 June 2023
333,378
Amortisation and impairment
At 1 July 2022
3,249
Amortisation charged for the year
24,941
At 30 June 2023
28,190
Carrying amount
At 30 June 2023
305,188
At 30 June 2022
42,239
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 July 2022
80,702
Additions
55,977
Disposals
(8,597)
At 30 June 2023
128,082
Depreciation and impairment
At 1 July 2022
44,757
Depreciation charged in the year
17,930
Eliminated in respect of disposals
(3,318)
At 30 June 2023
59,369
Carrying amount
At 30 June 2023
68,713
At 30 June 2022
35,945
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 7 -
6
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
636,544
1,361,386
Corporation tax recoverable
131,780
Other debtors
15,885
7,785
Prepayments and accrued income
281,471
43,480
1,065,680
1,412,651
7
Creditors: amounts falling due within one year
2023
2022
£
£
Trade creditors
274,162
616,413
Corporation tax
125,076
Other taxation and social security
191,849
185,055
Other creditors
19,515
25,272
Accruals and deferred income
496,282
341,745
981,808
1,293,561
8
Creditors: amounts falling due after more than one year
2023
2022
£
£
Loan notes
1,000,000
The loan is unsecured and interest is charged at a rate of 9%. The balance is repayable by instalments from 20 March 2027.
9
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary £1 shares of £1 each
1,008
1,000
1,008
1,000
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 8 -
10
Share-based payment transactions
EMI share options
Under the terms of the company's EMI scheme, the Board may offer employees and directors options to purchase ordinary shares in the company. The options are exercisable once the company has achieved a listing, or via a share or asset sale as per the terms of the agreement. The options shall lapse at the earlier of the following:
1. any attempt to transfer or assign; or have any charge or other security interest created over the option;
2. 90 days after the date upon which the holder ceases to be a director, consultant or employee of the company:
3. bankruptcy of the option holder;
4. on a compulsory winding up of the company: and
5. the option holder ceases to be resident in the UK for tax purposes.
At the Board's discretion, lapse conditions may be waived by way of a Board resolution.
The share options granted and outstanding at the beginning and end of the year are held by 2 directors to acquire shares and are as follows:
Number of share options
Weighted average exercise price
2023
2022
2023
2022
Number
Number
£
£
Outstanding at 1 July 2022 and 30 June 2023
53
26
3,284
1,568
Exercisable at 30 June 2023
11
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Jennifer Alexander
Statutory Auditor:
Azets Audit Services
12
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2023
2022
£
£
163,077
47,512
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2023
- 9 -
13
Events after the reporting date
On 6 March 2024 a wholly owned subsidiary of the company was formed, Optima Innovate Ltd.