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Registered number: 13159563 (England and Wales)














ZEPLIN INTERNATIONAL LTD

DIRECTORS' REPORTS AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023


 
ZEPLIN INTERNATIONAL LTD
 

 
COMPANY INFORMATION


Director
I Ceylan 




Registered number
13159563



Registered office
Birchin Court
5th Floor

19-25 Birchin Lane

London

United Kingdom

EC3V 9DU




Independent auditor
ZEDRA Corporate Reporting Services (UK) Limited






 
ZEPLIN INTERNATIONAL LTD
 


CONTENTS



Page
Balance Sheet
 
1
Statement of Changes in Equity
 
2
Notes to the Financial Statements
 
3 - 6



 
ZEPLIN INTERNATIONAL LTD
REGISTERED NUMBER:13159563


BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

  

Current assets
  

Debtors: amounts falling due within one year
 4 
583,542
381,134

Bank and cash balances
  
184,182
429,320

  
767,724
810,454

Creditors: amounts falling due within one year
 5 
(236,336)
(512,013)

Net current assets
  
 
 
531,388
 
 
298,441

Total assets less current liabilities
  
531,388
298,441

  

Net assets
  
531,388
298,441


Capital and reserves
  

Called up share capital 
  
1
1

Capital contribution reserve
 6 
347,418
275,019

Profit and loss account
  
183,969
23,421

  
531,388
298,441


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: 


I Ceylan
Director

Date: 21 August 2024

Page 1


 
ZEPLIN INTERNATIONAL LTD
 


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


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
1
90,656
17,248
107,905


Comprehensive income for the period

Profit for the period
-
-
6,173
6,173

Share based payments
-
184,363
-
184,363



At 1 January 2023
1
275,019
23,421
298,441


Comprehensive income for the year

Profit for the year
-
-
160,548
160,548


Contributions by and distributions to owners

Share based payments
-
72,399
-
72,399


At 31 December 2023
1
347,418
183,969
531,388


The notes on pages 3 to 6 form part of these financial statements.

Page 2


 
ZEPLIN INTERNATIONAL LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies

 
1.1

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 inthe UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

  
1.2

Going concern

The Company is in a net asset position of £531,388 at the end of the reporting period. Despite being in a net asset position, the entity remains reliant on continued support from its parent company, Zeplin, Inc. The director has assessed the expected future cash requirements of the Company in conjunction with the forecasts of Zeplin, Inc., for at least 12 months from the date of signing these financial statements, and have concluded that the required support remains available to the Company.
Zeplin International Ltd has received written confirmation from its parent company, Zeplin, Inc., that it will continue to provide financial support for a period of at least 12 months from the date of signing these financial statements. For this reason, the director continue to adopt the going concern basis in preparing the financial statements.

 
1.3

Turnover

Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Rendering of services

Turnover is recognised on a cost plus 6% basis, in line with the intercompany service agreement with the parent company. Intercompany turnover is recognised when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the intercompany service agreement;
the costs incurred under the intercompany service agreement can be measured reliably.

Page 3


 
ZEPLIN INTERNATIONAL LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

 
1.4

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 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'.

 
1.5

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.

 
1.6

Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.

Page 4


 
ZEPLIN INTERNATIONAL LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

 
1.7

Taxation

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.

 
1.8

Debtors

Short term debtors are measured at transaction price, less any impairment. Amounts owed by group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.

 
1.9

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 held on deposit by service providers is included within bank and cash balances, as these amounts are highly liquid and repayable without penalty on notice of not more than 24 hours.

  
1.10

Creditors

Short term creditors are measured at the transaction price. 


2.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 5 September 2024 by Nick Whitehead FCCA (Senior Statutory Auditor) on behalf of ZEDRA Corporate Reporting Services (UK) Limited.


3.


Employees

The average monthly number of employees during the year was 12 (2022 - 14).


4.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
566,374
351,359

Other debtors
2,974
2,142

Prepayments and accrued income
14,194
27,633

583,542
381,134

Page 5


 
ZEPLIN INTERNATIONAL LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.Debtors (continued)



5.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
11,407
214,731

Corporation tax
74,131
43,219

Other taxation and social security
34,168
84,289

Other creditors
7,434
13,535

Accruals and deferred income
109,196
156,239

236,336
512,013



6.


Capital contribution reserve

Certain employees of the Company have been granted options over the shares in the Company's parent, Zeplin, Inc. The options are granted at an independently determined fair value and 25% of the options are exercisable one year after the date of grant. Vesting then continues monthly thereafter for 4 years. 


7.


Controlling party

Zeplin, Inc. is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 221 Main Street, Suite 770, San Francisco, CA 94105 United States.


8.


Post balance sheet events

There were no adjusting or non-adjusting events occuring between the end of the reporting period and the date these financial statements were approved.

 
Page 6