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REGISTERED NUMBER: 07836339 (England and Wales)













REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2023

FOR

MIDDLETON TECHNOLOGY LIMITED

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 January 2023




Page

Company Information 1

Report of the Directors 2

Report of the Independent Auditors 3

Statement of Comprehensive Income 7

Balance Sheet 8

Statement of Changes in Equity 9

Notes to the Financial Statements 10


MIDDLETON TECHNOLOGY LIMITED

COMPANY INFORMATION
for the Year Ended 31 January 2023







DIRECTORS: H Steinbach
D E Madden





SECRETARY: Oakwood Corporate Secretary Limited





REGISTERED OFFICE: 3rd Floor 1 Ashley Road
Altrincham
Cheshire
WA14 2DT





REGISTERED NUMBER: 07836339 (England and Wales)





AUDITORS: Oury Clark Chartered Accountants
Statutory Auditors
Herschel House
58 Herschel Street
Slough
Berkshire
SL1 1PG

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

REPORT OF THE DIRECTORS
for the Year Ended 31 January 2023

The directors present their report with the financial statements of the company for the year ended 31 January 2023.

DIVIDENDS
No dividends will be distributed for the year ended 31 January 2023.

DIRECTORS
The directors who have held office during the period from 1 February 2022 to 31 January 2023 are as follows:

K J Furlong - resigned 31 May 2022
R M Oulman - resigned 31 May 2022
H Steinbach - appointed 31 May 2022
L Danko - appointed 31 May 2022

D E Madden was appointed as a director after 31 January 2023 but prior to the date of this report.

L Danko ceased to be a director after 31 January 2023 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are 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 directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements 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 directors are 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Oury Clark Chartered Accountants, are deemed to be re-appointed under Section 487 (2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:





H Steinbach - Director


29 March 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MIDDLETON TECHNOLOGY LIMITED

Opinion
We have audited the financial statements of Middleton Technology Limited (the 'company') for the year ended 31 January 2023 which comprise the Statement of Comprehensive Income, Balance Sheet, 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 Financial Reporting Standard 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 January 2023 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 Auditors' 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 directors' 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 directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be misstated. If we identify such inconsistencies or apparent 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Directors has been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MIDDLETON TECHNOLOGY LIMITED


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 any matters in the Report of the Directors that are inconsistent with our overall view of the financial statements.

We have nothing to report in respect of the following matters where 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 directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MIDDLETON TECHNOLOGY LIMITED


Auditors' 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 a Report of the Auditors 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:

Identifying and assessing potential irregularities, including fraud
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- Considering the nature of the industry, sector, control environment and current business activities, including possible financial covenants, performance targets and subsequent remuneration and quality assurance risks.
- Enquiring of management concerning policies and procedures relating to:
1. Complying with laws, regulations and registrations and whether there were any instances of non-compliance.
2. Mitigating, detecting and responding to fraud risk and whether there has been any actual or possible instances of fraud.
- Discussing within the engagement team and internal specialists, where necessary, regarding how and where fraud may occur in the financial statements along with possible indicators of fraud. We identified the following areas most likely to be susceptible to fraud:
1. Management override
- Discussing within the engagement team and internal specialists, where necessary, the legal and regulatory framework in which the group operates and, in particular, those which would have an impact on the financial statements. The key laws and regulations considered were the Companies Act 2006 and UK tax legislation.

Audit response to the risks identified
As noted above, we identified management override as the matter that would be most likely to be susceptible to fraud. Our procedures to respond to this risk included:
- Review of journals posted in the year to ensure there was no evidence of management override.

Further, we also identified compliance with the Companies Act 2006 and UK tax legislation, as being key areas where there may be possible non-compliance. Our procedures to respond to these risks included the following:
- Review the financial statement disclosures and testing to supporting documentation to assess compliance with the Companies Act 2006;
- Safeguard review of financial statements by a chartered accountant not part of the audit team.

The above matter and identified laws, regulations and registrations and potential fraud risks were communicated to all the engagement team members and internal specialists, where necessary, in order to ensure the audit team have the ability to identify such risks. The whole team remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in the audit procedures described above and the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

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 Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MIDDLETON TECHNOLOGY LIMITED


Use of our 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 a Report of the Auditors 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.




Emma Crowley (Senior Statutory Auditor)
for and on behalf of Oury Clark Chartered Accountants
Statutory Auditors
Herschel House
58 Herschel Street
Slough
Berkshire
SL1 1PG

3 April 2024

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

STATEMENT OF COMPREHENSIVE
INCOME
for the Year Ended 31 January 2023

31.1.23 31.1.22
Notes £    £   

TURNOVER 118,544 108,603

Administrative expenses 62,826 38,333
OPERATING PROFIT and
PROFIT BEFORE TAXATION 55,718 70,270

Tax on profit 5 - -
PROFIT FOR THE FINANCIAL YEAR 55,718 70,270

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

55,718

70,270

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

BALANCE SHEET
31 January 2023

31.1.23 31.1.22
Notes £    £   
CURRENT ASSETS
Debtors 7 512,258 393,878
Cash at bank 6,637 9,601
518,895 403,479
CREDITORS
Amounts falling due within one year 8 182,834 123,136
NET CURRENT ASSETS 336,061 280,343
TOTAL ASSETS LESS CURRENT
LIABILITIES

336,061

280,343

CREDITORS
Amounts falling due after more than one
year

9

283,016

300,000
NET ASSETS/(LIABILITIES) 53,045 (19,657 )

CAPITAL AND RESERVES
Called up share capital 10 1 1
Other reserves 11 16,984 -
Retained earnings 11 36,060 (19,658 )
SHAREHOLDERS' FUNDS 53,045 (19,657 )

The financial statements were approved by the Board of Directors and authorised for issue on 29 March 2024 and were signed on its behalf by:





H Steinbach - Director


MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 January 2023

Called up
share Retained Other Total
capital earnings reserves equity
£    £    £    £   
Balance at 1 February 2021 1 (89,928 ) - (89,927 )

Changes in equity
Total comprehensive income - 70,270 - 70,270
Balance at 31 January 2022 1 (19,658 ) - (19,657 )

Changes in equity
Total comprehensive income - 55,718 - 55,718
Discount long term loan - - 16,984 16,984
Balance at 31 January 2023 1 36,060 16,984 53,045

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 January 2023

1. STATUTORY INFORMATION

Middleton Technology Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern
The financial statements have been prepared on a going concern basis as the company had net assets of £53,045 as at 31 January 2023 (31 January 2022: net liabilities of £19,657). The Company also has significantly valued off-balance sheet intangible assets which could be sold if required.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirement of paragraph 3.17(d);
the requirements of paragraphs 11.42, 11.44, 11.45, 11.47;
the requirement of paragraph 33.7.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned granting software licences from its own analytical website software to other group companies. Income from licences which relates to specific periods of time are recognised in the profit and loss account for the accounting period to which they relate.

Intangible assets
Intangible assets are initially measured at cost. After initial; recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is amortised evenly over its estimated useful life of 5 years. All computer software has been fully amortised.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 January 2023

2. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Financial instruments
Basic financial instruments as covered by Section 11 of FRS102 are measured at amortised cost. The company does not have any other financial instruments as covered by Section 12 of FRS102.

3. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 January 2023 nor for the year ended 31 January 2022.

The average number of employees during the year was NIL (2022 - NIL).

31.1.23 31.1.22
£    £   
Directors' remuneration - -

4. OPERATING PROFIT

The operating profit is stated after charging:

31.1.23 31.1.22
£    £   
Auditors' remuneration 11,296 12,546

5. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 January 2023 nor for the year ended 31 January 2022.

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 January 2023

5. TAXATION - continued

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.1.23 31.1.22
£    £   
Profit before tax 55,718 70,270
Profit multiplied by the standard rate of corporation tax in the UK of 19%
(2022 - 19%)

10,586

13,351

Effects of:
Expenses not deductible for tax purposes 1,362 38
Group relief claimed (11,948 ) (13,389 )
Total tax charge - -

6. INTANGIBLE FIXED ASSETS
Computer
software
£   
COST
At 1 February 2022
and 31 January 2023 290,002
AMORTISATION
At 1 February 2022
and 31 January 2023 290,002
NET BOOK VALUE
At 31 January 2023 -
At 31 January 2022 -

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.1.23 31.1.22
£    £   
Amounts owed by group undertakings 512,039 393,495
VAT 219 383
512,258 393,878

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.1.23 31.1.22
£    £   
Trade creditors - 2,340
Amounts owed to group undertakings 150,573 92,850
Other creditors 1,665 -
Accruals and deferred income 30,596 27,946
182,834 123,136

MIDDLETON TECHNOLOGY LIMITED (REGISTERED NUMBER: 07836339)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 January 2023

9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
31.1.23 31.1.22
£    £   
Amounts owed to group undertakings 283,016 300,000

The £283,016 loan which was issued by the parent company is repayable within 370 days of receiving a demand. The loan principal amount of £300,000 has been discounted using Bank of England market interest rate at the balance sheet date. The loan is discounted over the notice period as defined in the loan agreement.

There is provision to charge interest at 5% compound, but will not commence to accrue until after receipt of notification from the parent notifying a date from when interest should accrue. To date, no notice has been given for repayment or for interest to accrue. The unpaid loan and any accrued interest is secured by a fixed and floating charge on the company's assets.

10. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.1.23 31.1.22
value: £    £   
1 Ordinary £1 1 1

11. RESERVES
Retained Other
earnings reserves Totals
£    £    £   

At 1 February 2022 (19,658 ) - (19,658 )
Profit for the year 55,718 55,718
Discount long term loan - 16,984 16,984
At 31 January 2023 36,060 16,984 53,044

12. ULTIMATE CONTROLLING PARTY

Decibel Group London Limited was the Company's immediate parent company during and at the end of the period to 31 January 2023. The registered office is 3rd Floor, 1 Ashley Road, Altrincham, Cheshire, WA14 2DT

The company's results have been incorporated in the consolidated financial statements of the group, copies of which are available from Companies House.

The directors believe there is no ultimate controlling party.