Caseware UK (AP4) 2022.0.179 2022.0.179 2023-12-312023-12-312023-01-01false912falsefalse 08351755 2023-01-01 2023-12-31 08351755 2022-01-01 2022-12-31 08351755 2023-12-31 08351755 2022-12-31 08351755 2022-01-01 08351755 1 2023-01-01 2023-12-31 08351755 2 2023-01-01 2023-12-31 08351755 2 2022-01-01 2022-12-31 08351755 1 2023-01-01 2023-12-31 08351755 e:Director1 2023-01-01 2023-12-31 08351755 e:Director2 2023-01-01 2023-12-31 08351755 e:Director2 2023-12-31 08351755 e:Director3 2023-01-01 2023-12-31 08351755 e:Director3 2023-12-31 08351755 e:Director4 2023-01-01 2023-12-31 08351755 e:Director4 2023-12-31 08351755 e:RegisteredOffice 2023-01-01 2023-12-31 08351755 d:Buildings d:LongLeaseholdAssets 2023-01-01 2023-12-31 08351755 d:FurnitureFittings 2023-01-01 2023-12-31 08351755 d:FurnitureFittings 2023-12-31 08351755 d:FurnitureFittings 2022-12-31 08351755 d:FurnitureFittings d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08351755 d:OfficeEquipment 2023-01-01 2023-12-31 08351755 d:OfficeEquipment 2023-12-31 08351755 d:OfficeEquipment 2022-12-31 08351755 d:OfficeEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08351755 d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 08351755 d:CurrentFinancialInstruments 2023-12-31 08351755 d:CurrentFinancialInstruments 2022-12-31 08351755 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 08351755 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 08351755 d:UKTax 2023-01-01 2023-12-31 08351755 d:UKTax 2022-01-01 2022-12-31 08351755 d:ShareCapital 2023-12-31 08351755 d:ShareCapital 2022-12-31 08351755 d:ShareCapital 2022-01-01 08351755 d:OtherMiscellaneousReserve 2023-01-01 2023-12-31 08351755 d:OtherMiscellaneousReserve 2023-12-31 08351755 d:OtherMiscellaneousReserve 1 2023-01-01 2023-12-31 08351755 d:OtherMiscellaneousReserve 2 2023-01-01 2023-12-31 08351755 d:OtherMiscellaneousReserve 2022-01-01 2022-12-31 08351755 d:OtherMiscellaneousReserve 2022-12-31 08351755 d:OtherMiscellaneousReserve 2022-01-01 08351755 d:OtherMiscellaneousReserve 2 2022-01-01 2022-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2023-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2 2023-01-01 2023-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2022-12-31 08351755 d:RetainedEarningsAccumulatedLosses 2022-01-01 08351755 d:RetainedEarningsAccumulatedLosses 2 2022-01-01 2022-12-31 08351755 d:AcceleratedTaxDepreciationDeferredTax 2023-12-31 08351755 d:AcceleratedTaxDepreciationDeferredTax 2022-12-31 08351755 e:OrdinaryShareClass1 2023-01-01 2023-12-31 08351755 e:OrdinaryShareClass1 2023-12-31 08351755 e:OrdinaryShareClass1 2022-12-31 08351755 e:FRS102 2023-01-01 2023-12-31 08351755 e:Audited 2023-01-01 2023-12-31 08351755 e:FullAccounts 2023-01-01 2023-12-31 08351755 e:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 08351755 2 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 08351755









KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)









DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
COMPANY INFORMATION


Directors
Carl Holmquist 
Desmond Leo (resigned 1 March 2023)
Paula Ruiz Azcue (appointed 8 March 2023)
Daniel Petrell (appointed 22 September 2023)




Registered number
08351755



Registered office
Albert House
Old Street

London

EC1V 9DD




Independent auditors
Wisteria Audit Limited
Chartered Accountants & Statutory Auditors

The Grange Barn

Pikes End

Pinner

Middlesex

HA5 2EX





 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 

CONTENTS



Page
Directors' Report
1 - 2
Independent Auditors' Report
3 - 6
Profit and Loss Account
7
Balance Sheet
8
Statement of Changes in Equity
9
Notes to the Financial Statements
10 - 22


 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Principal activity

The principal activity of the company is the provision of services to its parent company under a cost-plus agreement.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' Report 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 for the Company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Directors

The directors who served during the year were:

Carl Holmquist 
Desmond Leo (resigned 1 March 2023)
Paula Ruiz Azcue (appointed 8 March 2023)
Daniel Petrell (appointed 22 September 2023)

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 1

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Going concern
The financial statements have been prepared on a going concern basis.
The directors have prepared the financial statements on the going concern basis, having obtained a signed letter of financial support from the parent company for a period of at least 12 months from the date of signing these financial statements. The directors have also assessed the financial ability of the parent company to be able to provide financial support for a period of at least 12 months from the date of signing these financial statements.
For this reason, the directors continues to adopt the going concern basis for the preparation of the financial statements. Accordingly, these financial statements do not include any adjustments to the carrying amount or the classification of assets and liabilities that would result if the company were unable to continue as a going concern.

Auditors

The auditorsWisteria Audit Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board on 14 March 2024 and signed on its behalf.
 



................................................
Daniel Petrell
Director

Page 2

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 

Opinion


We have audited the financial statements of Kaisa Technologies Ltd (formerly known as Freespee Ltd) (the 'Company') for the year ended 31 December 2023, which comprise Directors’ Report, the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 December 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 United Kingdom, including the Financial Reporting Council'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


We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the company to cease to continue as a 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.


Page 3

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD) (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' Report thereon.  The directors are responsible for the other information contained within the Annual Report.  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. 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 course of 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.

Opinion 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors' Report 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 Directors' Report.


We have nothing to report in respect of the following matters in relation to which 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' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 1, 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 is 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.


Page 4

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD) (CONTINUED)


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 an Auditors' Report 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. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).
To the extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
 
We obtained an understanding of the legal and regulatory frameworks applicable to the Company, and sector in which they operate.  In addition, we concluded that there are certain significant laws and regulations that may have an effect on the determination of the amounts and disclosures in the financial statements such as: Financial Reporting Standard 102 Section 1A application in the UK and Republic of Ireland ('United Kingdom Generally Accepted Accounting Practice), Companies Act 2006 and taxations laws.
We understood how the Company are complying with those legal and regulatory frameworks through discussions with management and those charged with governance.
We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur.  Audit procedures performed by the engagement team included:
o identifying and assessing the design effectiveness of controls management has in place to prevent and    detect fraud;
o understanding how those charged with governance considered and addressed the potential for override of  controls or other inappropriate influence over the financial reporting process;
o challenging assumptions and judgements made by management in its significant accounting estimates;
o identifying and testing journal entries, in particular any journal entries posted with unusual account    combinations; and
o assessing the extent of compliance with the relevant laws and regulations as part of our procedures on the  related financial statement item.

Our procedures to obtain sufficient appropriate audit evidence in response to the assessment risks of material misstatement due to fraud included:
Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with relevant laws and regulations;
Performing a detailed review of the company’s year-end adjusting entries;
Enquiring of management with regard to actual and potential litigation and claims;
Obtaining and reviewing minutes of Board meetings, evidence of legal fees incurred, and any correspondence with HMRC, for indicators of possible fraud and non-compliance;
Testing the appropriateness of the accounting policies relating to revenue recognition and performing specific procedures over the existence and cut-off of revenue around the year end;
Carrying out substantive testing of journal entries to assess whether they are appropriate, and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business;


Page 5

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD) (CONTINUED)


Performing a detailed review of key accounting estimates, including a respective review of outcomes against estimates included in the prior year’s financial statements and assessing whether the judgements made in arriving at the accounting estimates are indicative of potential bias; and
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indicators of fraud or non-compliance with laws and regulations throughout the audit.

These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations.


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 Auditors' Report.


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 2006Our 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 an Auditors' Report 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.



Barry Au FCA (Senior Statutory Auditor)
for and on behalf of
Wisteria Audit Limited
Chartered Accountants
Statutory Auditors
The Grange Barn
Pikes End
Pinner
Middlesex
HA5 2EX

14 March 2024
Page 6

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
  
1,200,300
2,313,887

Gross profit
  
1,200,300
2,313,887

Administrative expenses
  
(1,159,184)
(2,223,308)

Operating profit
 4 
41,116
90,579

Interest receivable and similar income
 7 
26,612
123,659

Interest payable and similar expenses
 8 
(27,491)
(124,305)

Profit before tax
  
40,237
89,933

Tax on profit
 9 
(5,159)
(28,352)

Profit for the financial year
  
35,078
61,581

There were no recognised gains and losses for 2023 or 2022 other than those included in the profit and loss account.

The notes on pages 10 to 22 form part of these financial statements.

Page 7

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
REGISTERED NUMBER: 08351755

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 10 
8,494
10,765

  
8,494
10,765

Current assets
  

Debtors: amounts falling due within one year
 11 
204,205
955,301

Cash at bank and in hand
 12 
617,265
593,563

  
821,470
1,548,864

Creditors: amounts falling due within one year
 13 
(307,070)
(1,055,218)

Net current assets
  
 
 
514,400
 
 
493,646

Total assets less current liabilities
  
522,894
504,411

Provisions for liabilities
  

Deferred tax
 14 
(2,045)
(6,294)

  
 
 
(2,045)
 
 
(6,294)

Net assets
  
520,849
498,117


Capital and reserves
  

Called up share capital 
 15 
1
1

Other reserves
 16 
38,641
61,616

Profit and loss account
 16 
482,207
436,500

  
520,849
498,117


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
Daniel Petrell
Director

Date: 14 March 2024

The notes on pages 10 to 22 form part of these financial statements.

Page 8

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share based payment reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
1
222,900
280,517
503,418


Comprehensive income for the year

Profit for the year
-
-
61,581
61,581

Transfer to/from profit and loss account
-
(94,402)
94,402
-

Share options
-
(66,882)
-
(66,882)



At 1 January 2023
1
61,616
436,500
498,117


Comprehensive income for the year

Profit for the year
-
-
35,078
35,078

Shares exercised and settled in year
-
(10,629)
10,629
-

Share options lasped
-
(16,871)
-
(16,871)

Share based payment charge
-
4,525
-
4,525


At 31 December 2023
1
38,641
482,207
520,849


The notes on pages 10 to 22 form part of these financial statements.

Page 9

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Kaisa Technologies Ltd (formerly known as Freespee Ltd) is a private company limited by shares and is incorporated in the United Kingdom. The company's registered number is 08351755 and the registered office is at Albert House, Old Street, London England, EC1V 9DD.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis.
The directors have prepared the financial statements on the going concern basis, having obtained a signed letter of financial support from the parent company for a period of at least 12 months from the date of signing these financial statements. The director has also assessed the financial ability of the parent company to be able to provide financial support for a period of at least 12 months from the date of signing these financial statements.

For this reason the directors continue to adopt the going concern basis for the preparation of the financial statements. Accordingly, these financial statements do not include any adjustments to the carrying amount of classification of assets and liabilities that would result if the company were unable to continue as a going concern.

Page 10

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Profit and Loss Account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Revenue in respect of services provided to the immediate and ultimate parent company is calculated as attributable costs plus a mark-up in accordance with a transfer pricing agreement between Kaisa Technologies Ltd (formerly known as Freespee Ltd) and Kaisa Technologies AB (formerly known as Freespee AB).

Page 11

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.


Page 12

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

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 balance sheet 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 into 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 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 or 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.

 
2.11

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 13

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

The Company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the Company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
20%
Fixtures and fittings
-
20%
Office equipment
-
20%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 14

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.16

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

 
2.17

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Profit and Loss Account.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in conformity with Generally Accepted Accounting Practice (GAAP) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.
Critical judgments
There were no judgments required to be made in preparing the accounts which had, or could have had, a material impact on the accounts.
Critical estimates
There were no estimates required to be made in preparing the accounts which had, or could have had, a material impact on the accounts. Bad debt provisions were considered not to be material.

Page 15

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
9,182
40,488

Other operating lease rentals
-
157,616


5.


Employees

The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







United Kingdom
9
12


6.


Directors' remuneration

Emoluments were paid to directors during the year totalling £19,250 (2022: £129,729). £514 (2022: £1,321) of the amount paid to the directors were paid into a defined contribution pension scheme on their behalf by the Company.


7.


Interest receivable

2023
2022
£
£


Interest receivable from group companies
26,612
123,659

26,612
123,659


8.


Interest payable and similar expenses

2023
2022
£
£


Loans from group undertakings
27,491
124,305

27,491
124,305

Page 16

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
9,408
28,352


Total current tax
9,408
28,352

Deferred tax


Origination and reversal of timing differences
(4,249)
-

Total deferred tax
(4,249)
-


Taxation on profit on ordinary activities
5,159
28,352

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - higher than) the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
40,237
89,933


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
10,059
17,087

Effects of:


Fixed asset differences
(5,531)
4,515

Expenses not deductible for tax purposes
631
(81)

Adjustments to tax charge in respect of prior periods
-
6,831

Total tax charge for the year
5,159
28,352


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 17

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Tangible fixed assets





Fixtures and fittings
Office equipment
Total

£
£
£



Cost or valuation


At 1 January 2023
151
19,914
20,065


Additions
-
958
958



At 31 December 2023

151
20,872
21,023



Depreciation


At 1 January 2023
78
9,222
9,300


Charge for the year on owned assets
30
3,199
3,229



At 31 December 2023

108
12,421
12,529



Net book value



At 31 December 2023
43
8,451
8,494



At 31 December 2022
73
10,692
10,765

Page 18

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
187,144
924,949

Other debtors
12,591
25,106

Prepayments and accrued income
4,470
5,246

204,205
955,301


Amounts owed from group undertakings are unsecured, interest-free have no fixed date of repayment and are repayable on demand.


12.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
617,265
593,563

617,265
593,563



13.


Creditors: Amounts falling due within one year

2023
2022
£
£

Other loans
-
657,184

Trade creditors
10,062
8,112

Corporation tax
7,435
20,996

Other taxation and social security
19,042
156,536

Other creditors
2,350
5,455

Accruals and deferred income
268,181
206,935

307,070
1,055,218


Page 19

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Deferred taxation




2023


£






At beginning of year
(6,294)


Charged to profit or loss
4,249



At end of year
(2,045)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(2,045)
(6,294)

(2,045)
(6,294)


15.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1 (2022 - 1) Ordinary share of £1.00
1
1



16.


Reserves

Other reserves

This reserve records the amount for the share based payments to the employees under the EMI option (see note 17).

Profit and loss account

All current and prior period retained earnings.

Page 20

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Share-based payments

The parent undertaking, Kaisa Technologies AB (formerly known as Freespee AB), issued EMI options to certain employees which provides additional remuneration for those employees who are key to the operations of the group. The options are granted with a fixed exercise price determined at the grant of the option. Employees are not entitled to dividends until the shares are exercised. Vesting of the option is subject to continued employment within the group.
On exercise of the options by the employees, the parent company issues new shares.
A reconciliation of share of share option movements over the year to 31 December 2023 is shown below:

Weighted average exercise price (pence)
2023
Number
2023
Weighted average exercise price
(pence)
2022
Number
2022

Outstanding at the beginning of the year

3591

15,773

1156
 
38,909
 
Granted during the year


-

5331
 
10,390
 
Forfeited during the year

3105

(6,348)

2155
 
(19,855)
 
Exercised during the year

8

(2,400)

8
 
(13,671)
 
Expired during the year


-

 
-
 
Outstanding at the end of the year

7,025

 
15,773
 



2023
2022
£
£


Equity-settled schemes
7,025
15,773

7,025
15,773


18.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £12,590 (2022: £28,849). Contributions totalling £1,977 (2022: £5,085) were payable to the fund at the balance sheet date and are included in other creditors.


19.


Related party transactions

The Company has claimed exemption under FRS 102 from disclosing transactions with group entities.

Page 21

 
KAISA TECHNOLOGIES LTD (FORMERLY KNOWN AS FREESPEE LTD)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Post balance sheet events

There have been no significant events affecting the Company since the year end.


21.


Controlling party

The ultimate controlling party of Kaisa Technologies Ltd (formerly known as Freespee Ltd) is Kaisa Technologies AB (formerly known as Freespee AB), a company incorporated in Sweden and registered at Dragarbrunnsgatan 78 C, 75320 Uppsala, Sweden.

Page 22