Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-05-312023-05-312023-12-31No description of principal activityfalsefalse192023-01-01false19 03514174 2023-01-01 2023-12-31 03514174 2022-01-01 2022-12-31 03514174 2023-12-31 03514174 2022-12-31 03514174 2022-01-01 03514174 1 2023-01-01 2023-12-31 03514174 1 2022-01-01 2022-12-31 03514174 3 2023-01-01 2023-12-31 03514174 3 2022-01-01 2022-12-31 03514174 5 2023-01-01 2023-12-31 03514174 5 2022-01-01 2022-12-31 03514174 6 2023-01-01 2023-12-31 03514174 6 2022-01-01 2022-12-31 03514174 d:Director1 2023-01-01 2023-12-31 03514174 d:Director1 2023-12-31 03514174 d:Director2 2023-01-01 2023-12-31 03514174 d:Director2 2023-12-31 03514174 d:RegisteredOffice 2023-01-01 2023-12-31 03514174 e:OfficeEquipment 2023-01-01 2023-12-31 03514174 e:OfficeEquipment 2023-12-31 03514174 e:OfficeEquipment 2022-12-31 03514174 e:OfficeEquipment e:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03514174 e:ComputerSoftware 2023-12-31 03514174 e:ComputerSoftware 2022-12-31 03514174 e:CurrentFinancialInstruments 2023-12-31 03514174 e:CurrentFinancialInstruments 2022-12-31 03514174 e:Non-currentFinancialInstruments 2023-12-31 03514174 e:Non-currentFinancialInstruments 2022-12-31 03514174 e:CurrentFinancialInstruments e:WithinOneYear 2023-12-31 03514174 e:CurrentFinancialInstruments e:WithinOneYear 2022-12-31 03514174 e:Non-currentFinancialInstruments e:AfterOneYear 2023-12-31 03514174 e:Non-currentFinancialInstruments e:AfterOneYear 2022-12-31 03514174 e:ReportableOperatingSegment1 2023-01-01 2023-12-31 03514174 e:ReportableOperatingSegment1 2022-01-01 2022-12-31 03514174 e:ReportableOperatingSegment2 2023-01-01 2023-12-31 03514174 e:ReportableOperatingSegment2 2022-01-01 2022-12-31 03514174 e:ReportableOperatingSegment3 2023-01-01 2023-12-31 03514174 e:ReportableOperatingSegment3 2022-01-01 2022-12-31 03514174 e:ReportableOperatingSegment5 2023-01-01 2023-12-31 03514174 e:ReportableOperatingSegment5 2022-01-01 2022-12-31 03514174 f:UnitedKingdom 2023-01-01 2023-12-31 03514174 f:UnitedKingdom 2022-01-01 2022-12-31 03514174 f:RestEuropeOutsideUK 2023-01-01 2023-12-31 03514174 f:RestEuropeOutsideUK 2022-01-01 2022-12-31 03514174 f:RestWorldOutsideUK 2023-01-01 2023-12-31 03514174 f:RestWorldOutsideUK 2022-01-01 2022-12-31 03514174 e:UKTax 2023-01-01 2023-12-31 03514174 e:UKTax 2022-01-01 2022-12-31 03514174 e:ShareCapital 2023-01-01 2023-12-31 03514174 e:ShareCapital 2023-12-31 03514174 e:ShareCapital 2022-01-01 2022-12-31 03514174 e:ShareCapital 2022-12-31 03514174 e:ShareCapital 2022-01-01 03514174 e:OtherMiscellaneousReserve 2023-01-01 2023-12-31 03514174 e:OtherMiscellaneousReserve 2023-12-31 03514174 e:OtherMiscellaneousReserve 2022-01-01 2022-12-31 03514174 e:OtherMiscellaneousReserve 2022-12-31 03514174 e:OtherMiscellaneousReserve 2022-01-01 03514174 e:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 03514174 e:RetainedEarningsAccumulatedLosses 2023-12-31 03514174 e:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 03514174 e:RetainedEarningsAccumulatedLosses 2022-12-31 03514174 e:RetainedEarningsAccumulatedLosses 2022-01-01 03514174 d:OrdinaryShareClass1 2023-01-01 2023-12-31 03514174 d:OrdinaryShareClass1 2023-12-31 03514174 d:OrdinaryShareClass1 2022-12-31 03514174 d:FRS102 2023-01-01 2023-12-31 03514174 d:Audited 2023-01-01 2023-12-31 03514174 d:FullAccounts 2023-01-01 2023-12-31 03514174 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 03514174 e:WithinOneYear 2023-12-31 03514174 e:WithinOneYear 2022-12-31 03514174 e:BetweenOneFiveYears 2023-12-31 03514174 e:BetweenOneFiveYears 2022-12-31 03514174 e:AcceleratedTaxDepreciationDeferredTax 2023-12-31 03514174 e:AcceleratedTaxDepreciationDeferredTax 2022-12-31 03514174 6 2023-01-01 2023-12-31 03514174 e:ComputerSoftware e:OwnedIntangibleAssets 2023-01-01 2023-12-31 03514174 g:PoundSterling 2023-01-01 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 03514174










SB TELECOM EUROPE LTD.









DIRECTOR'S REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
SB TELECOM EUROPE LTD.
 
 
COMPANY INFORMATION


Directors
Akihiro Kato (resigned 31 May 2023)
Tatsuya Kaneto (appointed 1 June 2023)




Registered number
03514174



Registered office
89 Spa Road

London

SE16 3SG




Independent auditors
Greenback Alan LLP
Chartered Accountants

89 Spa Road

London

SE16 3SG





 
SB TELECOM EUROPE LTD.
 

CONTENTS



Page
Director's Report
1 - 3
Independent Auditors' Report
4 - 7
Statement of Comprehensive Income
8
Balance Sheet
9
Statement of Changes in Equity
10
Statement of Cash Flows
11
Analysis of Net Debt
12
Notes to the Financial Statements
13 - 29


 
SB TELECOM EUROPE LTD.
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
DIRECTOR'S REPORT


The Director presents his report and the financial statements for the year ended 31 December 2023.

Director's responsibilities statement

The Director is responsible for preparing the Director's Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the Director to prepare financial statements for each financial year. Under that law the Director has 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 Director must not approve the financial statements unless he is 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 Director is 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;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The Director is 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 him to ensure that the financial statements comply with the Companies Act 2006He is 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.

The Director is responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Director's Reports may differ from legislation in other jurisdictions.


Results for the year

The profit for the year, after taxation, amounted to £399,291 (2022 - £272,299).

Directors

The Directors who served during the year were:

Akihiro Kato (resigned 31 May 2023)
Tatsuya Kaneto (appointed 1 June 2023)

Page 1

 
SB TELECOM EUROPE LTD.
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Future developments

The director is not aware, at the date of the "Director's report and financial statements", of any likely changes in the Company's activities in the next year. The Company continues to provide IT and digital marketing services  and these activities are the main sources of income and expenditure for the Company.

Financial instruments

Credit Risk
The Company defines credit risk as the risk that a customer will not meet its obligations under a sale of services contract leading to a financial loss. The company has a policy in place regarding to trade debtors collection as well as due diligence on 3rd party customers. The director considers that the Company has successfully reduced its credit risk as much as economically viable, and it continues to monitor its credit risk position very closely.
Liquidity risk
Liquidity risk is the risk that cash may not be available, or the assets cannot be liquidated at a reasonable cost, to pay obligations when they fall due. To guard against this risk, assets are managed with liquidity in mind maintaining a healthy balance of cash and cash equivalents. The maturity profile is monitored to ensure adequate liquidity is maintained. Therefore the liquidity risk is low.
Exchange rate risk
The company is exposed to foreign exchange risk from most of its trading balances due to its parent company (amounts owed to group companies and receivable from group companies). The principal transaction exposures are JPY. There are fluctuations because of converting year end balances at the closing rate. In the current year, there were large exchange losses incurred from the exchange rate fluctuation between the JPY and GBP. The company manages foreign currency exchange risk by mainly issuing invoices in its functional currency (GBP) and by receiving supplier invoices in various foreign currencies, including Japanese Yen. Overall, this mitigates against the exchange risk.

Qualifying third party indemnity provisions

The Company has granted an indemnity to its director against liability in respect of proceedings brought by third parties in the execution of his duties of office. The indemnity is a qualifying third party indemnity provision under section 234 of the Companies Act 2006. This qualifying third party indemnity provision remains in force at the date of approving the director’s report. 

Disclosure of information to auditors

The Director at the time when this Director's 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 2

 
SB TELECOM EUROPE LTD.
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

The auditorsGreenback Alan LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Strategic Report
The company is a member of an ineligible group so is not permitted to prepare accounts under the small companies regime but has taken advantage of the exemption available under section 414B of the Companies Act 2006 from the requirement to prepare a strategic report or business review within the director's report.
This director's report has been preprared in accordance with the provisions applicable to companies entitled to the small companies exemption under Section 415A of the Companies Act 2006.

This report was approved by the board on 12 August 2024 and signed on its behalf.
 





Tatsuya Kaneto
Director

Page 3

 
SB TELECOM EUROPE LTD.
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE DIRECTOR OF SB TELECOM EUROPE LTD.
 

Opinion


We have audited the financial statements of SB Telecom Europe Ltd. (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, 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


In auditing the financial statements, we have concluded that the Director's 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 Director with respect to going concern are described in the relevant sections of this report.


Page 4

 
SB TELECOM EUROPE LTD.
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE DIRECTOR OF SB TELECOM EUROPE 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 Director is responsible for the other information contained within the Annual ReportOur 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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Director's 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 Director's 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.


Responsibilities of director
 

As explained more fully in the Director's Responsibilities Statement set out on page 1, the Director is 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 Director determines 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 Director is 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 Director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 5

 
SB TELECOM EUROPE LTD.
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE DIRECTOR OF SB TELECOM EUROPE 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained a general understanding of the company’s legal and regulatory framework through enquiry of
management concerning: their understanding of relevant laws and regulations; the entity’s policies and
procedures regarding compliance; and how they identify, evaluate and account for litigation claims. We also
drew on our existing understanding of the company’s industry and regulation.

We understand that the company complies with the framework through having in place robust procedures and
policies that are develop with and monitored by the parent company and the wider group, and by outsourcing and taking external professional legal, tax and accounting advice on relevant specialist functions and areas including the preparation of financial statements and corporate tax compliance.

In the context of the audit, we considered those laws and regulations: which determine the form and content of
the financial statements; which are central to the company’s ability to conduct its business; and where failure to
comply could result in material penalties. We identified the following laws and regulations as being of
significance in the context of the company:

The Companies Act 2006, FRS 102, UK Corporate tax laws.

The senior statutory auditor led a discussion with all members of the engagement team regarding the
susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. The
areas identified in this discussion were:

Manipulation or error in revenue recognition leading to overstatement of revenue to inflate the results, and reversing these following the year-end close;
Manipulation or error in business or personal expenses leading to overstatement of expenses to inflate revenue of service fees;
Manipulation or error in raising accruals and provisions for costs incurred but not invoiced before the balance sheet date that often entail a significant degree of judgment;
Manipulation or error in valuation of investments leading to overvaluation of investments in subsidiaries;
Unidentified or undisclosed related party transactions that are outside the normal course of business

The procedures we carried out to gain sufficient appropriate audit evidence in the above areas included:

Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud and error;
Understanding the potential for override of these controls on the financial reporting process, and how those charged with governance address these override potentials.
Performing substantive testing on appropriate samples, and investigating any discrepancies identified;
Documenting the assumptions and judgements made by management in their significant accounting estimates and challenging these with management;
Identifying and testing journal entries, in particular those around yearend, and involving unusual postings
Page 6

 
SB TELECOM EUROPE LTD.
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE DIRECTOR OF SB TELECOM EUROPE LTD. (CONTINUED)


account combinations, or amounts;
Reviewing minutes of board meetings to identify any unusual or significant decisions are made, and enquiring of management for prevention or detection of non-compliance with laws and regulations and fraud.

Overall, the senior statutory auditor was satisfied that the engagement team collectively had the appropriate
competence and capabilities to identify or recognise irregularities. In particular, both the senior statutory auditor
and the audit manager have a number of years’ experience in dealing with similar companies, and prepare
accounts under FRS 102.

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.





Yusuke Takanishi (Senior Statutory Auditor)
  
for and on behalf of
Greenback Alan LLP
 
Chartered Accountants
  
89 Spa Road
London
SE16 3SG

12 August 2024
Page 7

 
SB TELECOM EUROPE LTD.
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
3,370,792
2,932,455

Cost of sales
  
(471,288)
(396,304)

Gross profit
  
2,899,504
2,536,151

Administrative expenses
  
(2,402,130)
(2,198,163)

Operating profit
 5 
497,374
337,988

Gain on write-down of Investment
  
23,429
-

Interest payable and similar expenses
 9 
(900)
(245)

Profit before tax
  
519,903
337,743

Tax on profit
 10 
(120,612)
(65,444)

Profit for the financial year
  
399,291
272,299

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 13 to 29 form part of these financial statements.

Page 8

 
SB TELECOM EUROPE LTD.
REGISTERED NUMBER: 03514174

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 11 
8,390
12,585

Tangible assets
 12 
5,329
9,332

Investments
 13 
-
415,474

  
13,719
437,391

Current assets
  

Debtors: amounts falling due after more than one year
 14 
2,617
-

Debtors: amounts falling due within one year
 14 
583,471
577,453

Cash at bank and in hand
 15 
3,095,714
2,227,278

  
3,681,802
2,804,731

Creditors: amounts falling due within one year
 16 
(441,540)
(388,817)

Net current assets
  
 
 
3,240,262
 
 
2,415,914

Total assets less current liabilities
  
3,253,981
2,853,305

Creditors: amounts falling due after more than one year
 17 
(2,617)
-

Provisions for liabilities
  

Deferred tax
 18 
-
(1,232)

  
 
 
-
 
 
(1,232)

Net assets
  
3,251,364
2,852,073


Capital and reserves
  

Called up share capital 
 19 
1,200,000
1,200,000

Other reserves
 20 
4,452
4,452

Profit and loss account
 20 
2,046,912
1,647,621

  
3,251,364
2,852,073


The  financial statements were approved and authorised for issue by the board and were signed on its behalf on 12 August 2024.




Tatsuya Kaneto
Director

The notes on pages 13 to 29 form part of these financial statements.

Page 9

 

 
SB TELECOM EUROPE LTD.


 

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



Called up share capital
Other reserves
Profit and loss account
Total equity


£
£
£
£



At 1 January 2022
1,200,000
4,452
1,375,322
2,579,774



Comprehensive income for the year


Profit for the year
-
-
272,299
272,299

Total comprehensive income for the year
-
-
272,299
272,299





At 1 January 2023
1,200,000
4,452
1,647,621
2,852,073



Comprehensive income for the year


Profit for the year
-
-
399,291
399,291

Total comprehensive income for the year
-
-
399,291
399,291



At 31 December 2023
1,200,000
4,452
2,046,912
3,251,364



The notes on pages 13 to 29 form part of these financial statements.

Page 10

 
SB TELECOM EUROPE LTD.
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
399,291
272,299

Adjustments for:

Amortisation of intangible assets
4,195
-

Depreciation of tangible assets
5,236
4,283

Interest paid
900
245

Taxation charge
120,612
65,444

Decrease/(increase) in debtors
8,595
(76,343)

(Increase) in amounts owed by groups
(17,178)
(68,201)

Increase in creditors
25,176
44,975

Increase/(decrease)) in amounts owed to groups
17,558
(15,896)

Corporation tax (paid)
(109,290)
(91,452)

Net cash generated from operating activities

455,095
135,354


Cash flows from investing activities

Purchase of intangible fixed assets
-
(12,585)

Purchase of tangible fixed assets
(1,233)
(9,024)

Sale of fixed asset investments
415,474
-

Net cash from investing activities

414,241
(21,609)

Cash flows from financing activities

Interest paid
(900)
(245)

Net cash used in financing activities
(900)
(245)

Net increase in cash and cash equivalents
868,436
113,500

Cash and cash equivalents at beginning of year
2,227,278
2,113,778

Cash and cash equivalents at the end of year
3,095,714
2,227,278


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
3,095,714
2,227,278

3,095,714
2,227,278


The notes on pages 13 to 29 form part of these financial statements.

Page 11

 
SB TELECOM EUROPE LTD.
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

2,227,278

868,436

3,095,714


2,227,278
868,436
3,095,714

The notes on pages 13 to 29 form part of these financial statements.

Page 12

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

SB Telecom Europe Ltd. is a private company limited by shares incorporated in England and Wales. Its principal place of business is WeWork 184 Shepherds Bush Road, London, W6 7NL. Its principal activities are the provision of online marketing solutions and digital transformation suppport.

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 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

Exemption from preparing consolidated financial statements

The Company is exempt from the requirement to prepare consolidated financial statements as all of its subsidiaries are qualified to be excluded from consolidation by section 405 of the Companies Act 2006. These financial statements are the company's separate financial statements. 

 
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 Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 13

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

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:

Rendering of 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 of the following conditions are satisfied:
the amount of revenue 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.

 
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

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 14

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

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.

 
2.8

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Amortisation is included in ‘administrative expenses’ in the profit and loss account.

 
2.9

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 15

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.9
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:

Office equipment
-
33%

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.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

  
2.11

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
Non-financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units (CGU) of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss previously recognised for assets other than goodwill, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets of the CGU, except for goodwill, on a pro-rata basis. Impairment of goodwill is never reversed.

Page 16

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
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.

In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
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 has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Page 17

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.15
Financial instruments (continued)

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The presentation of the financial statements in conformity with FRS102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The key judgements and estimates made by management in preparing these financial statements relate to depreciation of fixed assets, valuation of investments and deferred taxation, and are explained more fully in the respective accounting policy notes. 

Page 18

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Digital Transformation
181,720
212,106

Service Fee
862,858
934,042

Digital Marketing
2,325,019
1,782,307

Other Income
1,195
4,000

3,370,792
2,932,455


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
209,892
267,965

Japan
3,054,509
2,542,189

Rest of the world
106,391
122,301

3,370,792
2,932,455


A change in classification of revenue in the current year has been made from Digital Transformation £147,757 (2022 - £150,957), Digital Marketing £174,866 (2022 - £178,160) and Intercompany £3,048,169 (2022 - £2,603,338).


5.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
96,761
42,374

Other operating lease rentals
127,403
122,035

Page 19

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors and their associates:


2023
2022
£
£

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements
23,000
20,200

Fees payable to the Company's auditors and their associates in respect of:

Taxation compliance services
21,720
18,550

All taxation advisory services not included above
2,130
2,730

All non-audit services not included above
84,014
83,393


7.


Employees

Staff costs, including Director's remuneration, were as follows:


2023
2022
£
£

Wages and salaries
1,602,979
1,470,561

Social security costs
84,441
69,450

Cost of defined contribution scheme
51,778
46,405

1,739,198
1,586,416


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


        2023
        2022
            No.
            No.







Sales
15
15



Administration
4
4

19
19

Page 20

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
320,901
341,082

Gains made on exercise of share options
19,511
25,801

Company contributions to defined contribution pension schemes
1,877
1,852

342,289
368,735


During the year retirement benefits were accruing to 2 Directors (2022 - 1) in respect of defined contribution pension schemes.

The highest paid Director received remuneration of £173,571 (2022 - £368,735).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £967 (2022 - £1,852).

During the year 1 director received shares under the long-term incentive schemes (2022 -1)

One director (2022: One) exercised share options in the parent company's shares during the year.
£8,207 (2022: £2,421) paid/(refunded) by way of expenses allowance that are charged to United Kingdom income tax after the end of the relevant financial year.


9.


Interest payable and similar expenses

2023
2022
£
£


Corporation Tax interest Charges
900
245

900
245

Page 21

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

10.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
121,896
60,180


Total current tax
121,896
60,180

Deferred tax


Origination and reversal of timing differences
(1,284)
5,264

Total deferred tax
(1,284)
5,264


Taxation on profit on ordinary activities
120,612
65,444

Factors affecting tax charge for the year

The tax assessed for the year is higher 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
519,903
337,743


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% until 31/03/2023, 25% from 01/04/2023 (2022 - 19%)
122,284
64,171

Effects of:


Expenses not deductible for tax purposes
3,953
1,472

Remeasurement of deferred tax for changes in tax rates
(76)
1,263

Non-taxable income
(5,511)
-

Movement in deferred tax not recognised
1
-

Fixed asset differences
(39)
(1,462)

Total tax charge for the year
120,612
65,444


Factors that may affect future tax charges

The Finance Budget 2021 announced an increase in the rate of corporation tax from 19% to 25% from 1 April 2023 for companies with taxable profits over £250,000. This increased rate was substantively enacted on 9 March 2021 under the Provisional Collection of Taxes Act.

Page 22

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Intangible assets




Computer software

£



Cost


At 1 January 2023
13,872



At 31 December 2023

13,872



Amortisation


At 1 January 2023
1,287


Charge for the year on owned assets
4,195



At 31 December 2023

5,482



Net book value



At 31 December 2023
8,390



At 31 December 2022
12,585



Page 23

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Tangible fixed assets





Office equipment

£



Cost or valuation


At 1 January 2023
36,335


Additions
1,233



At 31 December 2023

37,568



Depreciation


At 1 January 2023
27,003


Charge for the year on owned assets
5,236



At 31 December 2023

32,239



Net book value



At 31 December 2023
5,329



At 31 December 2022
9,332

Page 24

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
684,110


Disposals
(415,474)



At 31 December 2023

268,636



Impairment


At 1 January 2023
268,636



At 31 December 2023

268,636



Net book value



At 31 December 2023
-



At 31 December 2022
415,474

The company liquidated its subsidiary in March 2019 which completed in April 2023. The impairment had been made in 2019.

Page 25

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Debtors

2023
2022
£
£

Due after more than one year

Prepayments and accrued income
2,617
-

2,617
-


2023
2022
£
£

Due within one year

Trade debtors
65,940
103,177

Amounts owed by group undertakings
374,697
357,519

Other debtors
34,377
30,379

Prepayments and accrued income
108,405
86,378

Deferred taxation
52
-

583,471
577,453



15.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
3,095,714
2,227,278

3,095,714
2,227,278



16.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
7,486
8,155

Amounts owed to group undertakings
148,207
130,649

Corporation tax
27,256
14,650

Other taxation and social security
134,095
132,913

Accruals and deferred income
124,496
102,450

441,540
388,817


Page 26

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Accruals and deferred income
2,617
-

2,617
-



18.


Deferred taxation




2023


£






At beginning of year
(1,232)


Charged to the profit or loss
1,284



At end of year
52

The deferred taxation balance is made up as follows:

2023
2022
£
£


Accelerated capital allowances
52
(1,232)

52
(1,232)


The net deferred tax liability reversed in 2023 is £1,232. This primarily relates to the reversal of timing differences on acquired tangible assets and capital allowances through depreciation, offset by expected tax deductions when payments are made to utilise provisions.


19.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



1,200,000 (2022 - 1,200,000) Ordinary shares of £1.00 each
1,200,000
1,200,000

There is a single class of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital. 


Page 27

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Reserves

Other reserves

Other reserves arose on the repurchase of the Company's own shares in 2001. 

Profit and loss account

The profit and loss reserve account consists of cumulative total of all current and prior period profit and losses.


21.


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 £51,778 (2022- £46,405). Contributions totalling £NIL (2022 £NIL) were payable to the fund at the balance sheet date and are included in creditors.


22.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
60,823
48,748

Later than 1 year and not later than 5 years
16,915
-

77,738
48,748


23.


Related party transactions


2023 Transactions in the year
2023 Balances outstanding
2022 Transactions in the year
2022 Balances oustanding
£
£
£
£

Sales to associate companies with same ultimate parent
2,149,299
211,294
1,604,147
162,405
Purchases from associate companies with same ultimate parent
159,700
1,653
322,183
13,617
2,308,999
212,947
1,926,330
176,022

The amounts owed by and from associate companies with the same ultimate parent are unsecured, interest free and payable on demand. 

Page 28

 
SB TELECOM EUROPE LTD.
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

24.


Controlling party

The immediate parent company is SoftBank Corp., a company incorporated in Japan. It holds 100% of the company shares. 
The director regards SoftBank Group Corp., a company incorporated in Japan, to be the ultimate parent company and controlling party.

Page 29