Registered number: 12567785
ILP UK HOLDINGS LTD
UNAUDITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2023
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ILP UK HOLDINGS LTD
REGISTERED NUMBER: 12567785
BALANCE SHEET
AS AT 31 DECEMBER 2023
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Creditors: amounts falling due within one year
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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 statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 2 to 8 form part of these financial statements.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
ILP UK Holdings Ltd (the "Company") is a private company limited by share capital, incorporated under the UK Companies Act 2006 and domiciled in England. The address of the Company's registered office is 7 East Pallant, Chichester, West Sussex, United Kingdom, PO19 1TR.
2.Accounting policies
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Summary of significant accounting policies
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The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all reporting periods presented, unless otherwise stated.
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Basis of preparation of financial statements
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The financial statements of the Company 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 UK Companies Act 2006.
The preparation of financial statements in conformity with Financial Reporting Standard 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's accounting policies.
Details of those estimates and/or judgments made in applying the Company's accounting policies towards the preparation of these financial statements that may be considered as yielding a significant risk of a material adjustment being made to the carrying amounts of assets and/or liabilities reported in the balance sheet during the next financial reporting period are disclosed in note 3 to the financial statements.
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Functional and presentational currency
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Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the "functional currency").
The functional currency of the Company and the currency in which the financial statements are presented (the "presentational currency") is 'Pounds Sterling' (£) rounded to the nearest single unit of currency.
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Foreign currency translation
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Foreign currencies are translated into the functional (and presentational) currency using the exchange rates prevailing at the date of the respective transaction or valuation where items are re-measured.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial reporting period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
In assessing whether the going concern basis remains appropriate for the preparation of the financial statements, the directors have reviewed the Company’s principal and emerging risks, access to funding and liquidity position and the Company's performance up to the date these financial statements were approved and expected performance over the 18 months following the balance sheet date.
The directors expect that the Company will continue to report going forward both a comparable financial performance as observed in the current financial reporting period and a net liability position on its balance sheet given the Company's modus operandi as a management and operational cost vehicle for the group of which the Company is an undertaking of.
The Company's principal creditor is its parent undertaking and whose key management personnel have confirmed to the Company of their intention to continue to provide financial support to the Company as deemed necessary and to not seek repayment of amounts owed until such time as the Company can repay them without detriment to its going concern status.
The directors having also considered the financial performance and positiion of the group, of which the Company is an undertaking of, as a whole which on consolidation reports net profits for the year ended 31 December 2023 as well as a closing net asset position and adequate cash balances at both the balance sheet date and up to the date this report was approved
The directors are therefore of the conclusion that the Company will have, available at its disposal, adequate resources to continue in operational existence for the foreseeable future.
While there will always remain an inherent uncertainty, the directors have no reason to believe that a material uncertainty exists that may cast significant doubt about the ability of the Company to continue as a going concern and therefore consider it both appropriate to continue to adopt the going concern basis in preparing the Company's financial statements and to not recognise any adjustments in the financial statements that would arise if the going concern basis were to become no longer appropriate.
Turnover comprises revenue receivable by the Company in respect of the recharge of operational and management expenditure incurred on behalf of its fellow group undertakings during the reporting period and is recognised in accordance with the underlying service agreement and exclusive of Value Added Tax.
Operating leases, net of benefits receivable as an incentive, are charged to profit or loss on a straight line basis over the lease term.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company operates a defined contribution pension plan for its employees and makes contributions towards the personal pensions of certain employees.
A defined contribution pension plan is one under which the Company pays fixed contributions to a separate entity. Once the contributions have been paid the Company has no further payment obligations.
Contributions payable are recognised as an expense in profit or loss during the reporting period in which they fall due. Amounts falling due but not paid by the balance sheet date are included within other creditors in the balance sheet.
The assets of the pension plan are held separately from the Company in independently administered funds.
Exceptional items are those transactions, because of either their size, nature and/or incidence, which the directors consider should be disclosed separately to enable a more comprehensive understanding of the Company's results.
Taxation comprises of income and/or corporate taxation ("current taxation") and deferred taxation recognised solely in profit or loss.
Current taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date in the UK where taxable income is solely generated by the Company through its business operations.
Following 1 April 2023 the main rate of UK corporation tax increased from 19% to 25% for profits chargeable to corporation tax of £250,000 or more. Where profits chargeable to corporation tax are £50,000 or less the rate remains unchanged at 19% with marginal relief available for where profits chargeable to corporation tax fall between the aforementioned thresholds of £50,000 and £250,000.
Deferred taxation is recognised on temporary differences arising between the tax bases of assets and liabilities and their respective carrying amounts in the financial statements. Deferred taxation is calculated using tax rates and on the basis of tax laws enacted or substantively enacted at the balance sheet date expected to apply when the related deferred tax asset/liability is realised/settled.
Deferred tax assets are recognised only to the extent that it is sufficiently probable that future taxable profits will be available against which the temporary differences can be utilised.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities; with said financial assets and liabilities classified in accordance with the substance of the underlying contractual obligations rather than its legal form.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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Financial assets and liabilities are recognised in the balance sheet upon becoming party to the contractual provisions of the instrument. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or the financial asset is transferred along with substantially all the risks and rewards of ownership of the asset to another party. Financial liabilities are derecognised only when the Company’s obligations are discharged, cancelled or expired.
The measurement of specific financial assets, financial liabilities and equity is as outlined in notes 2.12 to 2.15 below:
Debtors, excluding deferred tax assets (see note 2.10), are initially measured at transaction price (i.e fair value) and subsequently held at transaction price less provision for impairment.
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Cash and cash equivalents
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Cash balances are reported by the Company as being financial instruments classified as short term receivables and are represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours and subject to an insignificant risk of changes in value. Cash balances are held at floating interest rates linked to UK bank rates.
Creditors are initially measured and subsequently held at transaction price (i.e fair value).
Ordinary share capital, shown in equity, is initially measured and subsequently held at its nominal value. Where the transaction price for issued shares exceeds their nominal value, the difference is shown under equity in a share premium account with any directly attributable transaction costs associated with the issuing of said shares deducted from said share premium account.
Equity dividends are recognised in the reporting period in which they become legally payable upon approval by the Company's director(s).
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Judgments in applying accounting policies and key sources of estimation uncertainty
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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. Although the expected outcome of said estimates and assumptions will, by definition, seldom equal the related actual results; estimates and judgments made are continually reevaluated and are based on historical experience as well as other factors, including expectations of future events that are believed to be reasonable under the circumstances.
In the opinion of the directors, there were no judgments, estimates and/or assumptions made in preparing the financial statements that would be considered as having a significant risk of causing a material adjustment to the carrying amounts of assets and/or liabilities within the next financial period.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Cost of defined contribution scheme
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The average monthly number of employees, including directors, during the year was 11 (2022 - 8).
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Due after more than one year
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts owed by group undertakings falling due within one year are unsecured, interest-free and repayable on demand with no fixed date for repayment.
Trade and other debtors falling due within one year are non-interest bearing and, in the opinion of the directors, of a fair value not materially different to their carrying value.
At the balance sheet date, the provision for impairment against debtors falling due within one year was £nil (2022: £nil).
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Cash and cash equivalents
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings falling due within one year are unsecured, interest-free and repayable on demand with no fixed date for repayment.
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The Company held no financial instruments that would require specific disclosure under sections 1.12, 11 or 12 of Financial Reporting Standard 102 or paragraph 36 of Schedule 1 to the Companies Act 2006.
The pension cost charge represents contributions payable by the Company towards defined contribution pension schemes and amounted to £99,429 for the year ended 31 December 2023 (2022: £67,933).
Employee and employer contributions totalling £6,924 (2022: £8,293) were outstanding at the balance sheet date and are included in creditors falling due within one year.
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Related party transactions
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The Company has taken advantage of exemptions provided by Section 33 of Financial Reporting Standard 102 from the requirement to disclose transactions undertaken or balances carried forward as at the balance sheet date between the Company and its fellow wholly-owned group undertakings.
The Company recharged operational and management expenditure of £115,246 (2022: £137,893) to non-wholly owned fellow group undertakings of the Company.
At the balance sheet date the Company was owed £142,168 (2022: £61,220) by non-wholly owned fellow group undertakings. Amounts owed are unsecured, interest-free and repayable on demand with no fixed date of repayment.
The Company incurred consulting fees to the value of £nil (2022: £30,000) during the reporting period in respect of services provided by companies connected by virtue of common control.
There were no other related party transactions and/or period end balances to report in accordance with the Companies Act 2006 and Section 1A of Financial Reporting Standard 102 as part of these financial statements.
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ILP UK HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company's immediate parent company is FBT Holdings LLC, a company incorporated under the applicable legislature of the state of Delaware, USA, which holds an 100% interest in the total voting rights of the Company.
The parent undertaking of the smallest group to consolidate these financial statements is FBT Holdings LLC. FBT Holdings LLC is the Company's ultimate parent undertaking and whose registered business address is 630 9th Avenue, Suite 1101, New York, NY 10036.
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