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Registered number: 07246305
Babble Cloud (TQL) Limited
Unaudited Financial Statements
For the Period 1 June 2022 to 30 November 2023
The Bean Counters Accountants LLP
Contents
Page
Balance Sheet 1—2
Statement of Changes in Equity 3
Notes to the Financial Statements 4—7
Page 1
Balance Sheet
Registered number: 07246305
30 November 2023 31 May 2022
Notes £ £ £ £
FIXED ASSETS
Tangible Assets 4 - 3,714
- 3,714
CURRENT ASSETS
Debtors 5 4,070,449 1,164,145
Cash at bank and in hand 21,704 2,512,589
4,092,153 3,676,734
Creditors: Amounts Falling Due Within One Year 6 (2,250,229 ) (1,043,330 )
NET CURRENT ASSETS (LIABILITIES) 1,841,924 2,633,404
TOTAL ASSETS LESS CURRENT LIABILITIES 1,841,924 2,637,118
NET ASSETS 1,841,924 2,637,118
CAPITAL AND RESERVES
Called up share capital 7 1,117 1,000
Share premium account 24,759 -
Profit and Loss Account 1,816,048 2,636,118
SHAREHOLDERS' FUNDS 1,841,924 2,637,118
Page 1
Page 2
For the period ending 30 November 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.
On behalf of the board
Mr Alexander Clark
Director
19/08/2024
The notes on pages 4 to 7 form part of these financial statements.
Page 2
Page 3
Statement of Changes in Equity
Share Capital Share Premium Profit and Loss Account Total
£ £ £ £
As at 1 June 2021 1,000 - 1,804,932 1,805,932
Profit for the year and total comprehensive income - - 891,186 891,186
Dividends paid - - (60,000) (60,000)
As at 31 May 2022 and 1 June 2022 1,000 - 2,636,118 2,637,118
Profit for the period and total comprehensive income - - 616,672 616,672
Dividends paid - - (3,500,000) (3,500,000)
Arising on shares issued during the period 117 24,759 - 24,876
Share capital reduction - - 2,063,258 2,063,258
As at 30 November 2023 1,117 24,759 1,816,048 1,841,924
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Page 4
Notes to the Financial Statements
1. General Information
Babble Cloud (TQL) Limited is a private company, limited by shares, incorporated in England & Wales, registered number 07246305 . The registered office is Bury House, 31 Bury Street, London, EC3A 5AR. On 1st August 2023 the company changed its name from Techquarters Limited to Babble Cloud (TQL) Limited.
During the year the company extended its accounting period from May 2023 to November 2023. The financial statements for the current year are therefore for the 18 months to 30th November 2023 and the comparatives are for the 12 months to 31st May 2022.
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 judgement in applying the company's accounting policies.
The presentational and functional currency of Babble Cloud (TQL) Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the company operates.
2.2. Going Concern Disclosure
Subsequent to the period end, but prior to the signing of these financial statements, the trade, assets and liabilities of the company were hived across to Babble Cloud Limited, a fellow group company. Following this transaction, it is the intention of the directors to liquidate the company, pending the resolution of some outstanding administrative matters. 
The parent company has indicated its ability and intention to continue to financially support the company through the wind-down process. As a consequence, at the time of signing these financial statements, the company's forecasting shows that it remains adequately capitalised and solvent to finalise its liquidation without external assistance. This information, and an assessment of the financial resources available to the entity, leave the directors confident that the company can be wound down in an orderly and solvent manner in due course.
Whilst the company is not currently trading the directors will continue to support the company into the future to meet its financial obligations.
There were no effects as a result of these financial statements being prepared on a basis other than
going concern.
2.3. Turnover
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company's activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The company recognises revenue when:
The amount of revenue can be reliably measured;
It is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.
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2.4. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:
Computer Equipment 25% straight line
2.5. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
2.6. Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contributio payments exceed the contribution due for service, the excess is recognised as a prepayment.
2.7. Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
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3. Average Number of Employees
Please note from 01/05/2023 all employees were transferred over to Babble Cloud Limited payroll and became Babble Cloud Limited employees (but the costs recharged to Babble Cloud (TQL) Limited).
Average number of employees, including directors, during the period was: 14 (2022: 15)
14 15
4. Tangible Assets
Computer Equipment
£
Cost
As at 1 June 2022 5,678
Disposals (5,678 )
Depreciation
As at 1 June 2022 1,964
Disposals (1,964 )
As at 30 November 2023 -
Net Book Value
As at 30 November 2023 -
As at 1 June 2022 3,714
5. Debtors
30 November 2023 31 May 2022
£ £
Due within one year
Trade debtors 1,315,520 752,820
Other debtors 2,754,929 411,325
4,070,449 1,164,145
6. Creditors: Amounts Falling Due Within One Year
30 November 2023 31 May 2022
£ £
Trade creditors 1,641,077 86,346
Other creditors 455,778 574,840
Taxation and social security 153,374 382,144
2,250,229 1,043,330
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7. Share Capital
30 November 2023 31 May 2022
£ £
Allotted, Called up and fully paid 1,117 1,000
8. Directors Advances, Credits and Guarantees
Included within Debtors are the following loans to directors:
As at 1 June 2022 Amounts advanced Amounts repaid Amounts written off As at 30 November 2023
£ £ £ £ £
Mr Christopher Dunning (6,125 ) 150,000 143,875 - -
The above loan is unsecured, interest free and repayable on demand.
9. Related Party Transactions
Loans of £90,000 were repaid during the year to Dunning Enterprises Limited, a business controlled by Christopher Dunning a director of the company.
A loan due from Babble Cloud Limited of £41,569 was outstanding at 30th November 2023.
A loan due to Babble Cloud Holdings Limited of £2,240,001 was outstanding at 30th November 2023
10. Ultimate Controlling Party
On 3 March 2023, Babble Cloud (TQL) Limited formerly TechQuarters Limited was acquired by Babble Cloud Holdings Limited, a company incorporated in England and Wales.
Subsequent to 3 March 2023 the ultimate parent undertaking is Dvorak Topco Limited, a company incorporated in England and Wales.
The largest group in which the results of these financial statements are consolidated is that headed by Dvorak Topco Limited, copies of which may be obtained from Companies House, Crown Way, Maindy, Cardiff, CF12 3VX.
The registered office of Dvorak Topco Limited is Bury House, 31 Bury Street, London, EC3A 5AR.
In the opinion of the directors, prior to 3 March 2023, Mr Christopher Dunning was the ultimate controlling party. In the opinion of the directors, there was no single ultimate controlling party subsequent to the transaction which took place on 3 March 2023.
11. EMI share scheme
EMI share options were settled at acquisition (3 March 2023) at a loss of £2,063,258 which should result in EMI costs being deducted for corporation tax purposes. 
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