Registered number: 12144598
1WORLDSYNC LTD.
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2023
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1WORLDSYNC LTD.
REGISTERED NUMBER: 12144598
BALANCE SHEET
AS AT 31 DECEMBER 2023
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Net current assets/(liabilities)
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Total assets less current liabilities
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Provisions for liabilities
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1WORLDSYNC LTD.
REGISTERED NUMBER: 12144598
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023
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 profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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J J Descano
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The notes on pages 3 to 9 form part of these financial statements.
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1WORLDSYNC LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
1WorldSync Ltd (‘the Company’) is a company incorporated in the United Kingdom under the Companies Act. The Company is a private company limited by shares and is registered in England and Wales. The registered office is Suite 2 First Floor, 10 Temple Back, Bristol, BS1 6FL.
The Company was incorporated on 7 August 2019.
The principal activity of the Company in the year under review was that of business and domestic software development.
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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The directors of 1WorldSync Holdings Inc. have provided a commitment for financial support as deemed necessary in order that the Company can meet its liabilities in the foreseeable future. This support has also taken into consideration the key macroeconomic indicators as well as geopolitical risks and the directors believe this has not had a significant adverse effect on its operations.
As a result of the above the directors of the Company have continued to adopt the going concern basis in preparing these financial statements.
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1WORLDSYNC LTD.
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. Balances are rounded to the nearest whole 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 resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Profit and Loss Account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Turnover derived from the principal activity of the Company relating to subscription services and professional services is recognised at the fair value of the consideration received or receivable and in line with the terms and period of services being provided. Advance payments are recorded as deferred revenue until the services are provided, or obligations are met. Turnover is recognised excluding discounts, rebates, value added tax and other sales taxes.
The Company also has an agreement with 1WorldSync Inc., a group company to provide services within specific contracted regions. The Company is remunerated by its parent for these services. The total turnover of the Company for the period has been derived from its principal activity undertaken in the UK. Intercompany revenue is based on a service agreement. Turnover is recognised at 100% of costs, plus 7 % (2022: 4%) operating margin mark -up.
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.
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1WORLDSYNC LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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.
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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 balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet 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 balance sheet date.
On 21 August 2019 1WS purchased assets from Lansa at fair value. The entire transaction included assets that were assigned to both 1WorldSync, Inc. and 1 WorldSync Ltd. The excess of the purchase consideration over the fair value of the assets acquired and liabilities assumed is recorded as goodwill. The goodwill totalled $4,617,000 of which GBP 547,900 was booked to 1WorldSync Ltd with the remaining value assigned to 1WorldSync, Inc. (which acquired the IP and majority of the assets and customers).
Goodwill is being amortised over 10 years.
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1WORLDSYNC LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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:
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.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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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.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
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1WORLDSYNC LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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The average monthly number of employees, including directors, during the year was 11 (2022 - 12).
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Charge for the year on owned assets
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1WORLDSYNC LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Charge for the year on owned assets
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Amounts owed by group undertakings
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Prepayments and accrued income
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1WORLDSYNC LTD.
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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The Company operates a defined contribution pension scheme, the assets of which are held separately from those of the Company in an independently administered fund. During the year contributions of £32,873 (2022: £17,601) were paid by the Company to the fund. Contributions totalling £5,672 (2022: £6,183) were payable to the fund at the balance sheet date
The Company’s immediate parent throughout the year, through their 100% shareholding of the Company is 1WorldSync Holdings Inc., a Company registered in the United States of America. The ultimate parent undertaking is WorldSync Holdings LLC1, a company registered in the United States of America.
The largest and smallest group in which the results of the Company are consolidated is that headed by 1WorldSync Holdings Inc., with its principal place of business at 7777 Washington Village Drive, Suite 360, Dayton, OH 45459.
The auditor's report on the financial statements for the year ended 31 December 2023 was unqualified.
The audit report was signed on 16 September 2024 by Simon Buss (Senior Statutory Auditor) on behalf of Nortons Assurance Limited.
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