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Registered number: 11257239









QDOS SBL GROUP LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2022

 
QDOS SBL GROUP LIMITED
REGISTERED NUMBER: 11257239

BALANCE SHEET
AS AT 31 DECEMBER 2022

2022
2021
Note
£
£

Fixed assets
  

Tangible assets
 4 
39,749
69,551

  
39,749
69,551

Current assets
  

Stocks
 5 
72,501
107,305

Debtors: amounts falling due within one year
 6 
6,962,679
4,034,100

Cash at bank and in hand
 7 
102,348
279,905

  
7,137,528
4,421,310

Creditors: amounts falling due within one year
 8 
(2,190,702)
(2,136,454)

Net current assets
  
 
 
4,946,826
 
 
2,284,856

Total assets less current liabilities
  
4,986,575
2,354,407

  

Net assets
  
4,986,575
2,354,407


Capital and reserves
  

Called up share capital 
  
10,000
10,000

Profit and loss account
  
4,976,575
2,344,407

  
4,986,575
2,354,407


Page 1

 
QDOS SBL GROUP LIMITED
REGISTERED NUMBER: 11257239
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2022

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 have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 April 2024.




A Tillisch
Director

The notes on pages 3 to 9 form part of these financial statements.

Page 2

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

QDOS SBL Group Limited is a private company, limited by shares, registered in England & Wales, with a registration number 11257239. The registered address of the company is 6th Floor 9 Appold Street, London, United Kingdom, EC2A 2AP. The principal activity of the company continued to be that of managed IT and telecommunication services.

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.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest pound sterling.

The following principal accounting policies have been applied:

 
2.2

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 the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Hook Topco Limited as at 31 December 2022 and these financial statements may be obtained from Companies House.

 
2.3

Going concern

The Company relies on the financial support of the Company’s bankers as a consequence of a loan taken out by the Parent Company. A cross guarantee exists with this Company.
The Group’s ultimate controlling party, Inflexion Enterprise Fund V GP Guernsey Limited, has also indicated that it will continue to support the group. As a result, there is no material uncertainty in the company’s ability to continue as a going concern.
For this reason, the Company continues to adopt the going concern basis for preparing these financial statements.

Page 3

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue 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 revenue is recognised:

Sale of IT Hardware
Revenue from the sale of goods is recognised when the following conditions are satisfied:
    - the Company has transferred the significant risks and rewards of ownership to the buyer;
    - the Company has dispatched the goods; and
    - the costs incurred and the costs to complete the transaction can be measured reliably.
Sale of IT Services
Revenue 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 the following conditions are satisfied:
    - the amount of revenue received at the end of the reporting period can be measured reliably;
    - the stage of completion of the contract at the end of the reporting period can be measured using
      the life if the contract reliably;
    - the costs incurred and the costs to complete the transaction can be measured reliably.

 
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

Government grants

Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.

 
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.

Page 4

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.8

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.

 
2.9

Taxation

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.

 
2.10

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.

Page 5

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.10
Tangible fixed assets (continued)

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:

Plant and machinery
-
20-100% straight-line

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.

 
2.11

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.12

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.

 
2.13

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.

 
2.14

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.

 
2.15

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.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future
Page 6

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.15
Financial instruments (continued)

cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.


3.


Employees

The Company has no employees other than the directors, who did not receive any remuneration (2021 - £NIL).


4.


Tangible fixed assets





Plant and machinery

£



Cost or valuation


At 1 January 2022
195,475


Additions
1,534



At 31 December 2022

197,009



Depreciation


At 1 January 2022
125,924


Charge for the year on owned assets
31,336



At 31 December 2022

157,260



Net book value



At 31 December 2022
39,749



At 31 December 2021
69,551

Page 7

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

5.


Stocks

2022
2021
£
£

IT Hardware
72,501
107,305

72,501
107,305



6.


Debtors

2022
2021
£
£


Trade debtors
962,098
1,005,085

Amounts owed by group undertakings
5,739,505
2,849,603

Other debtors
11,405
11,088

Prepayments and accrued income
249,671
168,324

6,962,679
4,034,100



7.


Cash and cash equivalents

2022
2021
£
£

Cash at bank and in hand
102,348
279,905

102,348
279,905



8.


Creditors: Amounts falling due within one year

2022
2021
£
£

Trade creditors
582,275
592,483

Amounts owed to group undertakings
778,849
194,175

Corporation tax
37,727
77,727

Other taxation and social security
328,810
428,228

Other creditors
1,851
5,598

Accruals and deferred income
461,190
838,243

2,190,702
2,136,454


Page 8

 
QDOS SBL GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

9.Other financial commitments

Cross guarantees to secure loan note borrowings in Hook Topco Limited and Hook Midco 1 Limited exists between Hook Topco Limited, Hook Midco 1 Limited, Hook Midco 2 Limited, Hook Bidco Limited, Ridgewall Limited, Connecting London Limited, Telnet International Limited and Nomis Connections Limited. The amounts outstanding at the balance sheet date totalled £53,057,127 (2021: £47,188,057).
A cross guarantee to secure bank loan borrowings in Ridgewall Limited exists between Ridgewall Limited, Connecting London Limited, Telnet International Limited and Nomis Connections Limited. The amount outstanding at the balance sheet date totalled £6,243,807 (2021: £6,026,646).


10.


Related party transactions

The company has taken the exemption to not disclose group transactions as permitted under FRS 102 Section 33.


11.


Controlling party

The directors consider the ultimate parent undertaking to be Hook Topco Limited, a company incorporated in the United Kingdom.
Hook Topco Limited is the smallest and largest group for which consolidated accounts are prepared. The consolidated accounts are available from its registered office, 6th Floor 9 Appold Street, London, United Kingdom, EC2A 2AP.
The ultimate controlling entity is Inflexion Enterprise Fund V GP Guernsey Limited. In the opinion of the directors there is deemed to be no one controlling party.


12.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2022 was unqualified.

The audit report was signed on 19 April 2024 by Charalambos Patsalides (Senior Statutory Auditor) on behalf of Haslers.

 
Page 9