REGISTERED NUMBER: |
AUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
FOR |
SINGLESTORE UK, LTD |
REGISTERED NUMBER: |
AUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
FOR |
SINGLESTORE UK, LTD |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
SINGLESTORE UK, LTD |
COMPANY INFORMATION |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
DIRECTOR: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants and Statutory Auditors |
Freshford House |
Redcliffe Way |
Bristol |
BS1 6NL |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
BALANCE SHEET |
28 FEBRUARY 2023 |
2023 | 2022 |
as restated |
Notes | £ | £ |
FIXED ASSETS |
Investments | 4 |
CURRENT ASSETS |
Debtors: amounts falling due within one year |
5 |
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 |
Other reserves |
Retained earnings |
In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
The financial statements were approved by the director and authorised for issue on |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
1. | STATUTORY INFORMATION |
Singlestore UK, Ltd is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
All amounts have been rounded to the nearest £1 pound sterling, unless otherwise indicated. |
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 company is contracted by its parent company, SingleStore Inc., to deliver sales and marketing services under an informal arrangement. The company is remunerated by its parent for these services. |
Investments in subsidiaries |
Investments in subsidiaries are recognised at cost less impairment. |
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. |
Basic financial assets and liabilities that are payable or receivable within one year, typically trade parables and receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
2. | ACCOUNTING POLICIES - continued |
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 reporting 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 Statement of financial position 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 reporting date. |
Foreign currencies |
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. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
2. | ACCOUNTING POLICIES - continued |
Pensions |
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 Statement of financial position. The assets of the plan are held separately from the company in independently administered funds. |
Going concern |
The directors have sought and received response from the parent company that financial support will be forthcoming for the next 12 months. On this basis, the directors continue to adopt the going concern basis of accounting in preparing the annual financial statements. |
Interest income |
Interest income is recognised in profit or loss using the effective interest method. |
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. |
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. |
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. |
Creditors |
Short term creditors are measured at the transaction price. |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
2. | ACCOUNTING POLICIES - continued |
Share based payments |
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of financial position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. |
The fair value of the award also takes 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. |
Judgements in applying accounting policies and key sources of estimation |
uncertainty |
In the application of the Company's accounting policies, the directors are required to make judgments, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. |
There are no estimates and assumptions which are considered to have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
4. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 March 2022 |
and 28 February 2023 |
NET BOOK VALUE |
At 28 February 2023 |
At 28 February 2022 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: C-2 Block, Janakpuri, New Dehli, DL 110058 IN |
Nature of business: |
% |
Class of shares: | holding |
Registered office: First Floor, Block One, Quayside Business park, Dundalkm Ireland, A91 DP8R |
Nature of business: |
% |
Class of shares: | holding |
Registered office: 12 Tannery Road, £10-01, HB Centre 1, 347722 |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Building 6, 19 Pyrogovskogo str., Kyiv, 03110, Ukraine |
Nature of business: |
% |
Class of shares: | holding |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
as restated |
£ | £ |
Amounts owed by group undertakings |
Deferred Tax | 2,679 | - |
VAT |
Deferred tax asset |
6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
as restated |
£ | £ |
Trade creditors |
Corporation tax |
Social security and other taxes |
Other creditors |
Accrued expenses |
7. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
for and on behalf of |
8. | 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 £101,819 (2022: £77,287). Contributions totalling £10,716 (2022: £9,287) were payable to the fund at the balance sheet date and are included in creditors. |
9. | RELATED PARTY DISCLOSURES |
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' Section 33.1A, allowing not to disclose related party transactions with wholly owned members within the group. |
There were no other related party transactions during the period (2022: none). |
SINGLESTORE UK, LTD (REGISTERED NUMBER: 12180130) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 28 FEBRUARY 2023 |
10. | ULTIMATE CONTROLLING PARTY |
The company is a wholly owned subsidiary of SingleStore Inc., a company incorporated in the United States of America. |
The smallest group in which the results of the company are consolidated is that headed by SingleStore Inc., with its place of business at 534 4th Street, San Francisco, California 94107, United States of America. |
11. | SHARE-BASED PAYMENT TRANSACTIONS |
The Company's ultimate parent company, Singlestore Inc., operates a share based payment scheme for all the employees of the Company. |
The stock options in Singlestore Inc., are granted to the Company's employees at a price equal to the fair value of the shares in Singlestore Inc., at the date of the grant and are denominated in US dollars. |
The stock options have a four year vesting period. If the stock options remain unexercised after a period of ten years from the date of the grant the stock options expire. Stock options are forfeited if the employee leaves the Company before the options vest. |
The following share-based payment arrangements were in existence during the current and prior years: |
Weighted | Weighted |
average | average |
exercise | exercise |
prices | price |
(dollars | ) | Number | (dollars | ) | Number |
2023 | 2023 | 2022 | 2022 |
Outstanding at the beginning of the period | 1.50 | 348,250 | 1.25 | 265,000 |
Cancelled during the period | 3.60 | (135,625 | ) | 1.33 | (45,000 | ) |
Granted during the period | 3.47 | 650,000 | 1.94 | 128,250 |
Outstanding at the end of the period | 3.00 | 862,625 | 1.50 | 348,250 |
2023 | 2022 |
£ | £ |
Share based payment expense | 109,274 | 93,767 |
109,274 | 93,767 |