Registered number: 05513718
COLLABORA LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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COMPANY INFORMATION
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CLA Evelyn Partners Limited
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Chartered Accountants & Statutory Auditor
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CONTENTS
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Independent Auditor's Report
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Consolidated Statement of Comprehensive Income
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Consolidated Statement of Financial Position
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Company Statement of Financial Position
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Consolidated Statement of Changes in Equity
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Company Statement of Changes in Equity
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Consolidated Statement of Cash Flows
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Consolidated Analysis of Net Debt
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Notes to the Financial Statements
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GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
Our purpose
Collabora's raison d'être is to accelerate the adoption of open source technologies, methodologies & philosophy.
Principal activity
The principal activity of the business is to provide Free/Libre and Open-Source (FLOSS) consultancy B2B services. Those services include architecture, design and review, training, development and other work in Collabora's capacity as Open-Source software experts.
The Company remained profitable in the year with Operating Profit of £1.8M in 2023, whilst continuing to invest in its People, and Research & Development.
Growth slowed in line with the global economy but the Company has worked hard to execute and deliver on it’s existing customer projects.
Within the year, Collabora hosted a one week Company event in Europe.It was a fantastic opportunity to re-connect our people who on the whole work remotely.
The company continues to support the Social Responsibility programme, 1% for the Planet, a global network with thousands of businesses and environmental organizations working together to support people and the planet. Collabora have committed to contribute 1% of revenue each year.
Principal risk and uncertainties
The Company’s Management is responsible for understanding and mitigating the risks that the Company faces. As part of our ISO 9001 standard compliance, consistent risk management is embedded in the company through a company risk register that is reviewed on a monthly basis. Each risk is assessed and mitigation actions are put in place.
Currency Risk
The Group operates mainly in Canadian Dollar, Euro, GBP and US Dollar and reports in GBP. The Company is therefore exposed to fluctuations in these foreign currencies. The Company uses foreign currency bank accounts, foreign exchange dealers and regular monitoring of the currencies it is exposed to in order to reduce its exposure. The Company does not currently use foreign exchange hedging instruments.
Liquidity Risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Company currently has minimal liquidity risk since it has satisfactory levels of cash and cash equivalents for it’s operational requirements. The Company aims to mitigate liquidity risk by careful negotiation of terms with customers and suppliers as well as preparing periodic cash flow forecasts to ensure funding requirements continue to be met.
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GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Principal risks and uncertainties (continued)
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Geopolitical and macroeconomic risks
Political and macroeconomic factors can impact the operating environment of our business. Despite a falling global economic growth, a very high inflation across many geographies, rising interest rates, pressure between the US and China, the war in Ukraine, 2023 has been a profitable year for the Group thanks to long term committed projects with our clients.
Uncertainty over prospects for future macroeconomic growth, continued inflation, raising credit and interest rates, and the response of Central Banks, could adversely impact the investments from our clients going forward and our ability to profitably meet our promises of the past.
Operational Risk
Operational risk covers different areas such as Legal and regulatory, People, Information Security and brand and reputation.
The company is ISO 9001 (Quality Management System) and ISO 27001 (Information Security Management System) certified and is audited every year.
This enables the company to apply a consistent approach necessary to identify, measure, manage, monitor the operational risks and the controls in place to mitigate those risks.
Collabora has significantly invested in Information Security to protect our clients’ and People’s data as well as our critical IT services. The company has a Business Continuity Plan which ensures fail-over (physically tested every year) for all our critical business services. The company is also encouraging a Cyber aware culture by training its employees and doing regular communications about Cyber threats. Collabora continuously monitors the overall environment to ensure that the ISMS investment remains appropriate to mitigate the continued and changing nature of Cyber threats.
Financial key performance indicators
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- Revenue: £14.8 (2022: £15.3M)
- Operating Profit: £1.8M (2022: £3.9M)
- Cash at bank and in hand: £4.9M (2022: £5.6M)
- Total assets less current liabilities: £9.3M (2022: £9.3M As restated)
This report was approved by the board and signed on its behalf.
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P G Kalaf
Director
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DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The director presents his report and the financial statements for the year ended 31 December 2023.
Director's responsibilities statement
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The director is responsible for preparing the Group Strategic Report, the Director's Report and the consolidated 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 the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the director is required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the year, after taxation, amounted to £1,776,920 (2022 - £3,361,389).
Ordinary dividends were paid amounting to £1,140,323 (2022: £837,257). The Director does not recommend payment of a further dividend.
The director who served during the year was:
The company will continue to Invest in its' People, and Research and Development.
Research and development activities
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The Group continues to invest resources in research and development to maintain and expand functionalities of its services. The Group expenditure on research and development in the financial year to 31 December 2023 was £1.2M (year ended 31 December 2022: £947K).
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DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
Disclosure of information to auditors
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The director at the time when this Director's Report is approved has confirmed that:
∙so far as is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and
∙ 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 and the Group's auditors are aware of that information.
Post balance sheet events
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There have been no significant events affecting the Group since the year end.
The auditor, CLA Evelyn Partners Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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P G Kalaf
Director
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF COLLABORA LIMITED
Opinion
We have audited the financial statements of Collabora Limited (the 'parent Company') and its subsidiaries (the
'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive
Income, the Consolidated and Company Statements of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The 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 Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's 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 Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group’s or the parent 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.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF COLLABORA LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual report, other than the financial statements and our Auditor’s Report thereon. The Director is responsible for the other information contained within the Annual report. Our 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.
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Opinions 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 Group Strategic Report and the Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements.
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Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the parent Company and their environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Director's Report.
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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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the parent Company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of Director’ 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 3, 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 determine 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF COLLABORA LIMITED (CONTINUED)
Auditor’s 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 auditor’s 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 Group 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:
Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
- Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.
- It is considered that there are no Laws and regulations for which non-compliance may be fundamental to the operating aspects of the business.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
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 Auditor’s report.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF COLLABORA LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our 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 Auditor’s 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, for our audit work, for this report, or for the opinions we have formed.
Fran Reid FCA (Senior Statutory Auditor)
for and on behalf of
CLA Evelyn Partners Limited
Chartered Accountants and
Statutory Auditor
Stonecross
Trumpington High Street
Cambridge
Cambridgeshire
CB2 9SU
12 September 2024
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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Research and development costs
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Share of results from associated undertaking
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Interest receivable and similar income
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Profit for the financial year
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Other comprehensive income for the year
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Total comprehensive income for the year
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Profit for the year attributable to:
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Owners of the parent Company
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The notes on pages 16 to 34 form part of these financial statements.
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COLLABORA LIMITED
REGISTERED NUMBER:05513718
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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Capital redemption reserve
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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P G Kalaf
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The notes on pages 16 to 34 form part of these financial statements.
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COLLABORA LIMITED
REGISTERED NUMBER:05513718
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COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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Capital redemption reserve
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Profit and loss account brought forward
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Other changes in the profit and loss account
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Profit and loss account carried forward
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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P G Kalaf
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The notes on pages 16 to 34 form part of these financial statements.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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Capital redemption reserve
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At 1 January 2022 (as previously stated)
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Prior year adjustment - correction of error
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At 1 January 2022 (As restated)
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Comprehensive income for the year
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Profit for the year (As restated) Note 19
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Dividends: Equity capital
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At 1 January 2023 (As restated)
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Comprehensive income for the year
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Dividends: Equity capital
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The notes on pages 16 to 34 form part of these financial statements.
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COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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Capital redemption reserve
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Dividends: Equity capital
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Dividends: Equity capital
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The notes on pages 16 to 34 form part of these financial statements.
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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
Cash flows from operating activities
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Profit for the financial year
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Depreciation of tangible assets
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Loss on disposal of tangible assets
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Decrease/(increase) in debtors
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Decrease in amounts owed by groups
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(Increase)/decrease in amounts owed by associates
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(Decrease)/increase in creditors
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of tangible fixed assets
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Sale of tangible fixed assets
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Purchase of unlisted and other investments
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Net cash from investing activities
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Cash flows from financing activities
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Net cash used in financing activities
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Net (decrease)/increase in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Cash and cash equivalents at the end of year
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Cash and cash equivalents at the end of year comprise:
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The notes on pages 16 to 34 form part of these financial statements.
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CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023
The notes on pages 16 to 34 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The company is a private company limited by shares, incorporated in England and Wales.
The principal activity of the company is that of software consultancy.
The trading address of the company under review is Platinum Building, Cowley Road, Cambridge, CB4 0DS.
2.Accounting policies
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Basis of preparation of financial statements
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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 Group management to exercise judgment in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
Parent Company advantage has been taken of the following disclosure exemptions available in FRS102:
- Only one reconciliation of the number of shares outstanding at the beginning and end of the year has been presented as the reconciliation for the Company and the Parent Company would be identical;
- No Statement of Cash Flows has been presented for the Parent Company; and
- No disclosures have been made for the aggregate remuneration of the key management personnel for the Parent Company as their remuneration is included in the totals for the Company as a whole.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Associates and joint ventures
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An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control.
An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions.
In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated Statement of Comprehensive Income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated Statement of Financial Position, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition.
Any premium on acquisition is dealt with in accordance with the goodwill policy.
Turnover comprises revenue recognised by the company in respect of services supplied during the period, exclusive of value added tax. Turnover is recognised dependent on the invoicing structure of the contract. For fixed price contracts, revenue is recognised over the period of the contract in line with the estimated stage of completion. For contracts on a time and materials basis, revenue is recognised in the period in which the billable work is carried out. All pre-contract costs in connection with marketing and winning new contracts are written off as an expense as they are incurred.
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, using the straight-line method.
Depreciation is provided on the following basis:
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Short-term leasehold property
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over the term of the lease
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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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and loans to and from related parties.
(i) Financial assets
Basic financial assets, including trade and other debtors, and amounts due from related companies, are initially recognised at transaction price, 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.
(ii) Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.
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Cash and cash equivalents
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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 Consolidated 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 Group's cash management.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Foreign currency translation
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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.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
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.
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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Operating leases: the Group as lessee
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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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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 Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date.
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Current and deferred taxation
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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 reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting 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 reporting date.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgments, estimates and
assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and
the amounts reported for revenues and expenses during the year. However, the nature of estimation
means that actual outcomes could differ from those estimates. The following judgments (apart from
those involving estimates) have had the most significant effect on amounts recognised in the financial
statements.
(i) Deferred income/Income recognition on fixed price projects
The company has a number of customers who are on fixed price contracts for their projects. For these projects, the revenue recognised based on the % of the project considered to be complete at the year end. This assessment is made via discussions between the project managers and the finance team.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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The operating profit is stated after charging:
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Foreign exchange differences
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Other operating lease rentals
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During the year, the Group obtained the following services from the Company's auditor:
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Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements
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The average monthly number of employees, including the director, during the year was as follows:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Staff costs were as follows:
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Cost of defined contribution scheme
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Reversal of prior year interest on related party loan
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Other interest receivable
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Current tax on profits for the year
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Foreign tax on income for the year
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Origination and reversal of timing differences
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Taxation on profit on ordinary activities
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
10.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
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Expenses not deductible for tax purposes
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Remeasurement in deferred tax rates
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Special factors affecting joint-ventures and associates leading to an increase (decrease) in the tax charge
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Adjustment in relation to foreign subsidiary
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Total tax charge for the year
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Short-term leasehold property
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Charge for the year on owned assets
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
12.Tangible fixed assets (continued)
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Short-term leasehold property
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Charge for the year on owned assets
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Investments in associates (As restated)
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Investments in subsidiary companies
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Investments in associates
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The following was a subsidiary undertaking of the Company:
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2711 Centerville Road, Suite 400 Wilmington DE 19808
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Provider of contractor services
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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The following was an associate of the Company:
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Collabora Productivity Limited
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Platinum Building, Cowley Road, Cambridge CB4 0DS
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The shares of Collabora Productivity Limited are divided into 50 Ordinary and 50 Ordinary A. The company holds 100% of the Ordinary shares.
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Due after more than one year
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Amounts owed by group undertakings
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Amounts owed by joint ventures and associated undertakings
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Prepayments and accrued income
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Included in other debtors are amounts advanced to employees in respect of financial assistance for the purchase of the company shares. Amounts are as follows: £29,254 (2022: £8,511) included in debtors due within 1 year and £193,301 (2022: £Nil) included in debtors after more than one year.
Included in debtors due within one year is a loan to company controlled by the director amounting to £1,177,842 (2022: debtors due after more than one year £824,126). The loan is unsecured, interest free and repayable on demand.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Cash and cash equivalents
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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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Charged to profit or loss
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
17.Deferred taxation (continued)
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Charged to profit or loss
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Accelerated capital allowances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Allotted, called up and fully paid
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60,000 (2022 - 600) A Ordinary shares of £0.0002 (2022 - £0.02) each
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9,000 (2022 - 180) B Ordinary shares of £0.0002 (2022- £0.01) each
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6,400 (2022 - 64) C Ordinary shares of £0.0002 (2022 - £0.02) each
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During the year 600 A Ordinary shares of £0.02 were subdivided into 60,000 A ordinary shares of £0.0002, 180 B Ordinary share of £0.01 were subdivided into 9,000 £0.0002 shares and 64 C ordinary share of £0.02 were subdivided into 6,400 £0.0002 shares.
The A Ordinary shares have full rights in the company with respect to voting and dividends, in the event of a liquidation or winding up, distribution proceeds will be paid to A Ordinary holders in priority.
The B Ordinary shares have full rights in the company in respect to voting and dividends, in the event of a liquidation or winding up, distribution proceeds will be paid to B Ordinary holders after A Ordinary holders but before Ordinary C holders.
The C Ordinary shares have full rights in the company in respect to voting and dividends, in the event of a liquidation or winding up, distribution proceeds will be paid to C Ordinary holders last.
As at the balance sheet date the B Ordinary shares include 2,090 shares with a nominal value of £0.42 held as treasury shares.
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Share premium account
The reserve relates to cumulative premium paid on issue of shares.
Capital redemption reserve
The reserve relates to amounts transferred from share capital on redemption of issued shares.
Foreign exchange reserve
The reserve relates to cumulative foreign exchange differences arising on consolidation.
Profit and loss account
The reserve relates to the cumulative retained earnings less amounts distributed to shareholders.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
For the year ended 31 December 2022 the group was required to account for its investments in associates under the equity method in accordance with FRS 102 section 14.4A. However the investments was incorrectly included at cost. A prior year adjustment has been included in the current year with the below impact on the 31 December 2022 consolidated financial statements.
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Consolidated statement of financial position 31 December 2022
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As previously stated
Dec-22
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Consolidated statement of comprehensive income 31 December 2022
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As previously stated
Dec-22
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Share of results from associated undertakings
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Profit for financial year
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Total comprehensive income for the year
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In 2019, the company committed to a total investment of $500,000 to a venture capital fund. As at 31 December 2023, the company had paid $475,000 and therefore has a remaining capital contribution commitment of $25,000 over the life of the Fund. The company shall not be required to contribute capital more than 25% of the total capital commitment in any 12 month period.
In 2021, the company committed to a total investment of $500,000 to a venture capital fund. As at 31 December 2023, the company had paid $375,000 and therefore has a remaining capital contribution commitment of $125,000 over the life of the Fund. The company shall not be required to contribute capital more than 25% of the total capital commitment in any 12 month period.
The total capital commitment as at 31 December 2023 is $150,000.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Commitments under operating leases
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At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Related party transactions
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Loans to related party
Included in debtors due within one year is a loan to company controlled by the director amounting to £1,177,842 (2022: debtors due after more than one year £824,126). The loan is unsecured, interest free and repayable on demand.
Interest previously charged on the loan totalling £16,882 was waived when the loan terms were revised, the reversal is included in note 9.
The loan was advanced and is repayable in Canadian dollars with Collabora Limited bearing foreign exchange fluctuations
Transactions with entities under common control
During the year the group made sales to companies controlled by the director of £754,507 (2022: £467,223) and purchases of £2,828,534 (2022: £2,784,258). Amounts of £118,514 (2022: £7,294) are included in debtors and £236,007 (2022: £233,089) included in creditors.
Remuneration of key management personnel
Remuneration in respect of key management personnel during the year amounted to £763,002 (2022: £725,900)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Ultimate Parent and Controlling party
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The ultimate parent company is Philippe Kalaf Holdings Inc, a company incorporated in Canada with registered address of 386, rue Notre-Dame O, suite 500 Montreal, Quebec H2Y 1T7.
The ultimate controlling party is Philippe Kalaf, by virtue of his shareholding in Philippe Kalaf Holdings Inc. The parent company's accounts are not publicly available.
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