Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-312023-12-31true232023-01-01falseNo description of principal activity24trueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.false 10410856 2023-01-01 2023-12-31 10410856 2022-01-01 2022-12-31 10410856 2023-12-31 10410856 2022-12-31 10410856 c:Director1 2023-01-01 2023-12-31 10410856 d:PlantMachinery 2023-01-01 2023-12-31 10410856 d:MotorVehicles 2023-01-01 2023-12-31 10410856 d:ComputerEquipment 2023-01-01 2023-12-31 10410856 d:Goodwill 2023-01-01 2023-12-31 10410856 d:CurrentFinancialInstruments 2023-12-31 10410856 d:CurrentFinancialInstruments 2022-12-31 10410856 d:Non-currentFinancialInstruments 2023-12-31 10410856 d:Non-currentFinancialInstruments 2022-12-31 10410856 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 10410856 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 10410856 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 10410856 d:Non-currentFinancialInstruments d:AfterOneYear 2022-12-31 10410856 d:ShareCapital 2023-12-31 10410856 d:ShareCapital 2022-12-31 10410856 d:SharePremium 2023-12-31 10410856 d:SharePremium 2022-12-31 10410856 d:RetainedEarningsAccumulatedLosses 2023-12-31 10410856 d:RetainedEarningsAccumulatedLosses 2022-12-31 10410856 d:RetainedEarningsAccumulatedLosses 2022-01-01 10410856 c:FRS102 2023-01-01 2023-12-31 10410856 c:AuditExemptWithAccountantsReport 2023-01-01 2023-12-31 10410856 c:FullAccounts 2023-01-01 2023-12-31 10410856 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 10410856 d:Subsidiary1 2023-01-01 2023-12-31 10410856 d:Subsidiary1 1 2023-01-01 2023-12-31 10410856 d:Subsidiary2 2023-01-01 2023-12-31 10410856 d:Subsidiary2 1 2023-01-01 2023-12-31 10410856 d:Subsidiary3 2023-01-01 2023-12-31 10410856 d:Subsidiary3 1 2023-01-01 2023-12-31 10410856 d:Subsidiary4 2023-01-01 2023-12-31 10410856 d:Subsidiary4 1 2023-01-01 2023-12-31 10410856 d:Subsidiary5 2023-01-01 2023-12-31 10410856 d:Subsidiary5 1 2023-01-01 2023-12-31 10410856 d:Subsidiary6 2023-01-01 2023-12-31 10410856 d:Subsidiary6 1 2023-01-01 2023-12-31 10410856 d:Subsidiary7 2023-01-01 2023-12-31 10410856 d:Subsidiary7 1 2023-01-01 2023-12-31 10410856 c:Consolidated 2023-12-31 10410856 c:ConsolidatedGroupCompanyAccounts 2023-01-01 2023-12-31 10410856 2 2023-01-01 2023-12-31 10410856 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:pure

Registered number: 10410856









CERTUA GROUP LIMITED







UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
CERTUA GROUP LIMITED
 
 
  
CHARTERED ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF CERTUA GROUP LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Certua Group Limited for the year ended 31 December 2023 which comprise the Consolidated Balance Sheet, the Company Balance Sheet and the related notes from the Group's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW)we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com /regulation.

This report is made solely to the Board of Directors of Certua Group Limited, as a body, in accordance with the terms of our engagement letter. Our work has been undertaken solely to prepare for your approval the financial statements of Certua Group Limited and state those matters that we have agreed to state to the Board of Directors of Certua Group Limited, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Certua Group Limited and its Board of Directors, as a body, for our work or for this report. 

It is your duty to ensure that Certua Group Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Certua Group Limited. You consider that Certua Group Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or review of the financial statements of Certua Group Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

  



Halkin Lerman Davis Limited
 
Beaumont Chancery
44 Southampton Buildings
Holborn
London
WC2A 1AP
16 August 2024
Page 1

 
CERTUA GROUP LIMITED
REGISTERED NUMBER: 10410856

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2023
2022
2022
Note
£
£
£
£

Fixed assets
  

Intangible assets
 4 
11,825,542
11,953,432

Tangible assets
 5 
51,957
68,153

Investments
 6 
1,066,070
66,070

  
12,943,569
12,087,655

Current assets
  

Debtors: amounts falling due after more than one year
 7 
-
12,225,024

Debtors: amounts falling due within one year
 7 
202,463
277,085

Cash at bank and in hand
 8 
3,462,671
530,107

  
3,665,134
13,032,216

Creditors: amounts falling due within one year
 9 
(267,710)
(296,034)

Net current assets
  
 
 
3,397,424
 
 
12,736,182

Total assets less current liabilities
  
16,340,993
24,823,837

Creditors: amounts falling due after more than one year
 10 
(654)
(13,235,142)

Provisions for liabilities
  

Net assets
  
16,340,339
11,588,695


Capital and reserves
  

Called up share capital 
  
6,500,459
298

Share premium account
  
26,238,499
23,683,115

Profit and loss account
  
(16,398,619)
(12,094,718)

Shareholder's funds
  
16,340,339
11,588,695


Page 2

 
CERTUA GROUP LIMITED
REGISTERED NUMBER: 10410856
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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 consolidated profit and loss account 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 by: 




J A Levin
Director

Date: 16 August 2024

The notes on pages 6 to 13 form part of these financial statements.

Page 3

 
CERTUA GROUP LIMITED
REGISTERED NUMBER: 10410856

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2023
2022
2022
Note
£
£
£
£

Fixed assets
  

Tangible assets
 5 
51,957
68,153

Investments
 6 
2,772,190
1,772,190

  
2,824,147
1,840,343

Current assets
  

Debtors: amounts falling due after more than one year
 7 
12,879,020
12,406,171

Debtors: amounts falling due within one year
 7 
246,799
233,943

Cash at bank and in hand
 8 
3,061,523
264,825

  
16,187,342
12,904,939

Creditors: amounts falling due within one year
 9 
(1,844,969)
(924,460)

Net current assets
  
 
 
14,342,373
 
 
11,980,479

Total assets less current liabilities
  
17,166,520
13,820,822

  

Creditors: amounts falling due after more than one year
 10 
(656)
(1,010,119)

  

Net assets
  
17,165,864
12,810,703


Capital and reserves
  

Called up share capital 
  
5,500,459
298

Share premium account
  
26,238,499
23,683,115

Profit and loss account brought forward
  
(10,872,710)
(8,492,587)

Loss for the year
  
(3,700,384)
(2,380,123)

Profit and loss account carried forward
  
(14,573,094)
(10,872,710)

  
17,165,864
12,810,703


Page 4

 
CERTUA GROUP LIMITED
REGISTERED NUMBER: 10410856
    
COMPANY BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The directors consider that the Company is entitled to exemption from the requirement to have an audit under the provisions of section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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 consolidated profit and loss account 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 by: 


J A Levin
Director

Date: 16 August 2024

The notes on pages 6 to 13 form part of these financial statements.

Page 5

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Certua Group Ltd is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The consolidated financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated profit and loss account and balance sheet include the financial statements of the company and its subsidiary undertakings made up to 31 December 2023. The results of subsidiaries sold or acquired are included in the profit and loss account up to, or from the date control passes. Intra-group sales and profits are eliminated fully on consolidation.

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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.

 
2.4

Operating leases: the Group 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.

 
2.5

Interest income

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

 
2.6

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 6

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

Borrowing costs

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

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

 
2.9

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income
Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.
Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

  
2.10

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Page 7

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.11

Intangible assets

Goodwill

Goodwill has been recognised in connection with the acquisition of Surely Group Limited and Surely Services Limited in 2019.
Goodwill is initially measured as the amount paid in excess of the net assets of the acquired company at acquisition. Subsequently, the amount recognised as goodwill is amortised over its estimated useful life of ten years, commencing from January 2020.

Other 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.

 
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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Plant and machinery
-
33% on cost
Motor vehicles
-
25% on cost
Computer equipment
-
33% on cost

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

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.

Page 8

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Employees

The average monthly number of employees, including directors, during the year was 23 (2022 - 24).


4.


Intangible assets

Group and Company





Patents
Goodwill
Total

£
£
£



Cost


At 1 January 2023
12,187,365
2,258,941
14,446,306


Additions
609,785
-
609,785



At 31 December 2023

12,797,150
2,258,941
15,056,091



Amortisation


At 1 January 2023
1,815,192
677,682
2,492,874


Charge for the year on owned assets
511,781
225,894
737,675



At 31 December 2023

2,326,973
903,576
3,230,549



Net book value



At 31 December 2023
10,470,177
1,355,365
11,825,542



At 31 December 2022
10,372,173
1,581,259
11,953,432



Page 9

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Tangible fixed assets

Group and Company






Plant and machinery
Motor vehicles
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2023
6,042
60,933
47,599
114,574


Additions
533
-
3,825
4,358



At 31 December 2023

6,575
60,933
51,424
118,932



Depreciation


At 1 January 2023
6,042
1,795
38,584
46,421


Charge for the year on owned assets
14
15,233
5,307
20,554



At 31 December 2023

6,056
17,028
43,891
66,975



Net book value



At 31 December 2023
519
43,905
7,533
51,957


6.


Fixed asset investments

Group





Investments in subsidiary companies
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 January 2023
-
66,070
66,070


Additions
1,000,000
-
1,000,000



At 31 December 2023
1,000,000
66,070
1,066,070




Page 10

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Company





Investments in subsidiary companies
Unlisted investments
Total

£
£
£



Cost or valuation


At 1 January 2023
1,706,120
66,070
1,772,190


Additions
1,000,000
-
1,000,000



At 31 December 2023
2,706,120
66,070
2,772,190





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Holding

Certua Protect Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Regulated insurance intermediary and distribution
100%
Certua Services Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Software as a service supplier
100%
Certua Technologies Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Holding IP of the group and licensing it
100%
Certua Lending Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Operating of a lending platform
100%
Certua Financial Information Services Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Regulated account info services provider
100%
Surely Group Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Administration of subsidiaries
100%
Surely Services Limited
1st Floor Healthaid House, Marlborough Hill, Harrow, HA1 1UD
Operation of a software as a service
100%

Page 11

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

Certua Protect Limited
900,931
(32,500)

Certua Services Limited
886,738
172,863

Certua Technologies Limited
(2,287,367)
(512,634)

Certua Lending Limited
1
-

Certua Financial Information Services Limited
100
-

Surely Group Limited
630,855
(836)

Surely Services Limited
(605,193)
(4,517)


7.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Due after more than one year

Amounts owed by group undertakings
-
12,225,024
12,879,020
12,406,171

-
12,225,024
12,879,020
12,406,171


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Due within one year

Trade debtors
18,732
41,027
-
-

Amounts owed by group undertakings
-
-
67,745
19,465

Other debtors
141,139
205,939
136,462
185,085

Prepayments and accrued income
42,592
30,119
42,592
29,393

202,463
277,085
246,799
233,943


Page 12

 
CERTUA GROUP LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
3,462,670
530,107
3,061,523
264,825

3,462,670
530,107
3,061,523
264,825



9.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Trade creditors
101,439
98,237
95,286
85,050

Amounts owed to group undertakings
-
1
1,631,662
688,944

Other taxation and social security
64,223
58,294
64,223
58,294

Other creditors
26,798
22,971
26,798
23,172

Accruals and deferred income
75,250
116,531
27,000
69,000

267,710
296,034
1,844,969
924,460



10.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Other loans
-
1,010,119
-
1,010,119

Amounts owed to group undertakings
654
12,225,023
656
-

654
13,235,142
656
1,010,119


 
Page 13