REGISTERED NUMBER: |
Report of the Directors and |
Financial Statements for the Year Ended 30 September 2023 |
for |
Zanbato UK Ltd |
REGISTERED NUMBER: |
Report of the Directors and |
Financial Statements for the Year Ended 30 September 2023 |
for |
Zanbato UK Ltd |
Zanbato UK Ltd (Registered number: 08885567) |
Contents of the Financial Statements |
for the Year Ended 30 September 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 3 |
Income Statement | 7 |
Statement of Financial Position | 8 |
Statement of Changes in Equity | 9 |
Notes to the Financial Statements | 10 |
Zanbato UK Ltd |
Company Information |
for the Year Ended 30 September 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: |
AUDITORS: |
Tower House |
Lucy Tower Street |
Lincolnshire |
LN1 1XW |
Zanbato UK Ltd (Registered number: 08885567) |
Report of the Directors |
for the Year Ended 30 September 2023 |
The directors present their report with the financial statements of the company for the year ended 30 September 2023. |
PRINCIPAL ACTIVITY |
The principal activity of the company in the year under review was that of financial intermediation. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1 October 2022 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Zanbato UK Ltd |
Opinion |
We have audited the financial statements of Zanbato UK Ltd (the 'company') for the year ended 30 September 2023 which comprise the Income Statement, Statement of Financial Position, 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 30 September 2023 and of its loss 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 materially inconsistent with the financial statements or our knowledge obtained in 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 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. |
Matters on which we are required to report by exception |
In the 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 Report of the Directors. |
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; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
Report of the Independent Auditors to the Members of |
Zanbato UK Ltd |
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 |
Zanbato UK Ltd |
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. |
Extent to which the audit was considered capable of detecting irregularities, including fraud |
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. |
We considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities. |
We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that: |
- Had a direct effect on the determination of material of amounts and disclosures in the financial statements. These included the UK Companies Act, pensions legislation, tax legislation; and |
- Do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. These included the Financial Conduct Authority regulations. |
As a result of performing the above, we identified the greatest potential for fraud or non-compliance with laws and regulations. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, sample testing on the posting of journals and reviewing regulatory correspondence with Financial Conduct Authority. |
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the company for fraud and how and where fraud might occur in the financial statements. |
The Company is highly dependent on the directors with no other employees, therefore there is a fraud risk of management override by the directors in order to undertake fraudulent transactions without oversight from stakeholders. We have assessed that the risk arising from this is low due to limited number of transactions in the year, making the concealment of irregular transactions more difficult. |
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business. |
In addition to the above, our procedures to respond to the risks identified included the following: |
- reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements; |
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and |
- enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
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. |
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 |
Zanbato UK Ltd |
for and on behalf of |
Tower House |
Lucy Tower Street |
Lincolnshire |
LN1 1XW |
Zanbato UK Ltd (Registered number: 08885567) |
Income Statement |
for the Year Ended 30 September 2023 |
2023 | 2022 |
Notes | $ | $ |
TURNOVER |
Administrative expenses |
OPERATING (LOSS)/PROFIT and |
(LOSS)/PROFIT BEFORE TAXATION | ( |
) |
Tax on (loss)/profit | 5 |
(LOSS)/PROFIT FOR THE FINANCIAL YEAR | ( |
) |
Zanbato UK Ltd (Registered number: 08885567) |
Statement of Financial Position |
30 September 2023 |
2023 | 2022 |
Notes | $ | $ |
CURRENT ASSETS |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 6 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 7 |
Share premium | 8 |
Retained earnings | 8 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
Zanbato UK Ltd (Registered number: 08885567) |
Statement of Changes in Equity |
for the Year Ended 30 September 2023 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
$ | $ | $ | $ |
Balance at 1 October 2021 | ( |
) |
Changes in equity |
Issue of share capital | - |
Total comprehensive income | - | - |
Balance at 30 September 2022 | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | - | ( |
) |
Balance at 30 September 2023 | ( |
) |
Zanbato UK Ltd (Registered number: 08885567) |
Notes to the Financial Statements |
for the Year Ended 30 September 2023 |
1. | STATUTORY INFORMATION |
Zanbato UK Ltd is a |
The presentation currency of the financial statements is the US Dollar ($). |
All figures in these accounts have been rounded to the nearest Dollar ($) |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts and rebates. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 statement of financial position date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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 US$ at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into US$ at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | AUDITORS' REMUNERATION |
2023 | 2022 |
$ | $ |
Fees payable to the company's auditors for the audit of the company's financial statements |
3,879 |
3,543 |
5. | TAXATION |
Analysis of the tax charge |
No liability to UK corporation tax arose for the year ended 30 September 2023 nor for the year ended 30 September 2022. |
Zanbato UK Ltd (Registered number: 08885567) |
Notes to the Financial Statements - continued |
for the Year Ended 30 September 2023 |
6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
$ | $ |
Amounts owed to group undertakings |
Other creditors |
7. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | $ | $ |
Ordinary shares | £0.01 | 925 | 925 |
Ordinary shares | $0.01 | 2,772 | 2,772 |
3,697 | 3,697 |
8. | RESERVES |
Retained | Share |
earnings | premium | Totals |
$ | $ | $ |
At 1 October 2022 | ( |
) | 107,347 |
Deficit for the year | ( |
) | ( |
) |
At 30 September 2023 | ( |
) | 103,884 |
9. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is |
The company is a 100% subsidiary of Zanbato Inc, a company incorporated in the United States of America. |
The address of Zanbato Inc is 715 North Shoreline Boulevard, Mountain View, CA 94043. |