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REGISTERED NUMBER: 09402285 (England and Wales)













STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

COOPLE (UK) LIMITED

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Income Statement 9

Balance Sheet 10

Statement of Changes in Equity 11

Cash Flow Statement 12

Notes to the Cash Flow Statement 13

Notes to the Financial Statements 14


COOPLE (UK) LIMITED

COMPANY INFORMATION
for the Year Ended 31 December 2023







DIRECTORS: S Bielawski
A Burgard
A P Macklin





SECRETARY: A V Debroye





REGISTERED OFFICE: 2nd Floor Classic House
174-180 Old Street
London
EC1V 9BP





REGISTERED NUMBER: 09402285 (England and Wales)





AUDITORS: Oury Clark Chartered Accountants
Statutory Auditors
Herschel House
58 Herschel Street
Slough
Berkshire
SL1 1PG

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

STRATEGIC REPORT
for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

REVIEW OF BUSINESS
Coople (UK) Ltd experienced a challenging macro-economic environment in 2023 characterised by high inflation and high interest rates, which negatively impacted our clients. Despite witnessing a 4% uptick in client acquisition, the average order value per client reduced by 18% resulting in a decline in sales by 15% (£22,557k in 2023 vs £26,532k in 2022). This decline was primarily driven by a 30% reduction in volume from the hospitality sector, which continues to grapple with the aftermath of the COVID-19 pandemic and an adverse macro-economic environment.

Our gross profit experienced a 12% decrease (£2,808k in 2023 vs £3,186k in 2022), albeit offset by a more favourable client mix that yielded improved margins. Notably, Coople (UK) Ltd has proactively pursued diversification efforts, particularly in Retail & Logistics, which now constitutes 13.8% of our overall volume.

However, despite these strategic initiatives, our net loss surged from £3,350k in 2022 to £4,363k in 2023.

PRINCIPAL RISKS AND UNCERTAINTIES
In order to identify, analyse, manage and monitor risks and opportunities as early as possible, Coople set up a risk assessment matrix (reviewed and approved by the Board annually) to provide Management with a framework and a systematic approach to review factors that affect the entire business environment, both internally and externally. This risk assessment matrix covers IT, personnel, reputational, data protection, compliance, regulatory and financial risks.

In addition, Coople has a business continuity plan to clarify its line of command in case key employees are unable to carry out their professional duties as normal and to ensure that business decisions can be taken in their absence.

2024 BUSINESS OUTLOOK
Following a difficult 2023, Coople expects growth to resume in 2024 supported by similar trends as in previous years, i.e., (i) the transition from traditional agencies to digital platforms, (ii) the ramp-up and increase in wallet share from existing clients, (iii) the delivery of new clients and (iv) the release of new software products. However, our ability to deliver our plan will also depend on the health of the overall macro-economic environment as well as competition from digital and traditional agencies.

- As was the case in 2023, the UK has been more impacted by the weak macro-economic environment. While we
expect the business to eventually rebound in Q2 2024, Q1 2024 was -24% YoY.
- We nonetheless delivered many success stories in 2023 and we expect them to bring more growth in 2024.
- However, we are still facing more intense competition and the difficult macro-economic environment (inflation and
high interest rates) continues to put pressure on some of our clients.

ON BEHALF OF THE BOARD:





S Bielawski - Director


24 May 2024

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

REPORT OF THE DIRECTORS
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

S Bielawski
A Burgard

Other changes in directors holding office are as follows:

R Olivari - resigned 19 May 2023
A P Macklin - appointed 19 May 2023

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements 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 company will continue in business.

The directors are 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

REPORT OF THE DIRECTORS
for the Year Ended 31 December 2023


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

The auditors, Oury Clark Chartered Accountants, are deemed to be re-appointed under Section 487 (2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:





S Bielawski - Director


24 May 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
COOPLE (UK) LIMITED

Opinion
We have audited the financial statements of Coople (Uk) Limited (the 'company') for the year ended 31 December 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, 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 company's affairs as at 31 December 2023 and of its loss 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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.

Material uncertainty related to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

We draw attention to Note 2 in the financial statements, which indicates that the company has received a letter of support from the parent company and that the ability of the parent company to obtain additional debt or equity financing to fund its future operations is uncertain. As stated in Note 2, these events or conditions, along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be misstated. If we identify such inconsistencies or apparent 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 misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
COOPLE (UK) LIMITED


Matters on which we are required to report by exception
In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any matters in the Report of the Directors that are inconsistent with our overall view of the financial statements.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are 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 directors determine 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 directors are responsible for assessing the 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
COOPLE (UK) LIMITED


Auditors' 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 a Report of the Auditors 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 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 fraud is detailed below:

Identifying and assessing potential irregularities, including fraud
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:
- Considering the nature of the industry, sector, control environment and current business activities, including possible
performance targets and subsequent remuneration;
- Enquiring of management concerning policies and procedures relating to:
1. Complying with laws and regulations and whether there were any instances of non compliance;
2. Mitigating, detecting and responding to fraud risk and whether there has been any actual or possible
instances of fraud.
- Discussing within the engagement team and internal specialists where necessary, regarding how and where fraud may
occur in the financial statements along with the possible indicators of fraud. We identified the following areas most
likely to be susceptible to fraud:
1. Management override
2. Revenue recognition
- Discussing within the engagement team and internal specialists where necessary, the legal and regulatory framework
in which the company operates and in particular those which would have an impact on the financial statements. The
key laws and regulations considered were the Companies Act 2006, UK tax legislation and UK employment law.

Audit response to the risks identified
As noted above, we identified management override and revenue recognition as the matters that would most likely be susceptible to fraud. Our procedures to respond to these risks included the following:
- Review of journals posted in the year to ensure there was no evidence of management override;
- Review a sample of sales transactions to ensure sales are legitimate, recognised in the correct accounting period and
are in line with the applicable accounting standards.

Further, we also identified compliance with the Companies Act 2006, UK tax legislation and UK employment law as being key areas where there may be possible non-compliance. Our procedures to respond to these risks included the following:
- Review the financial statement disclosures with completion of a disclosure checklist and testing disclosures to
supporting documentation to assess compliance with the Companies Act 2006;
- Safeguard review of the accounts by a qualified accountant not associated with the audit team, and of the corporation
tax by a Chartered Tax Adviser, not associated with the audit team;
- Review the corporation tax return to ensure it complies with UK tax legislation; and
- We have checked a sample of compliance with right to work checks and reviewed legal fees for indications of
material issues arising out of non-compliance with employment law.

The above matters and identified laws and regulations and potential fraud risks were communicated to all engagement team members and internal specialists where necessary, in order to enable the team to have the ability to identify such risks. The whole team remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in the audit procedures described above and the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
COOPLE (UK) LIMITED

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 Report of the Auditors.

Use of our report
This report is made solely to the company's members, as a body, 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 a Report of the Auditors 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 as a body, for our audit work, for this report, or for the opinions we have formed.




Emma Crowley (Senior Statutory Auditor)
for and on behalf of Oury Clark Chartered Accountants
Statutory Auditors
Herschel House
58 Herschel Street
Slough
Berkshire
SL1 1PG

24 May 2024

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

INCOME STATEMENT
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   

TURNOVER 3 22,556,620 26,532,083

Cost of sales 19,748,755 23,345,443
GROSS PROFIT 2,807,865 3,186,640

Administrative expenses 7,170,109 6,538,696
OPERATING LOSS 5 (4,362,244 ) (3,352,056 )

Interest receivable and similar income - 2,026
LOSS BEFORE TAXATION (4,362,244 ) (3,350,030 )

Tax on loss 6 - -
LOSS FOR THE FINANCIAL YEAR (4,362,244 ) (3,350,030 )

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

BALANCE SHEET
31 December 2023

31.12.23 31.12.22
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 7 29,585 40,279

CURRENT ASSETS
Debtors 8 1,957,348 5,044,271
Cash at bank 1,422,506 1,122,622
3,379,854 6,166,893
CREDITORS
Amounts falling due within one year 9 26,800,983 25,236,472
NET CURRENT LIABILITIES (23,421,129 ) (19,069,579 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(23,391,544

)

(19,029,300

)

CAPITAL AND RESERVES
Called up share capital 11 15,000 15,000
Retained earnings 12 (23,406,544 ) (19,044,300 )
SHAREHOLDERS' FUNDS (23,391,544 ) (19,029,300 )

The financial statements were approved by the Board of Directors and authorised for issue on 24 May 2024 and were signed on its behalf by:





S Bielawski - Director


COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 December 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 15,000 (15,694,270 ) (15,679,270 )

Changes in equity
Total comprehensive income - (3,350,030 ) (3,350,030 )
Balance at 31 December 2022 15,000 (19,044,300 ) (19,029,300 )

Changes in equity
Total comprehensive income - (4,362,244 ) (4,362,244 )
Balance at 31 December 2023 15,000 (23,406,544 ) (23,391,544 )

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

CASH FLOW STATEMENT
for the Year Ended 31 December 2023

31.12.23 31.12.22
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 309,437 317,396
Net cash from operating activities 309,437 317,396

Cash flows from investing activities
Purchase of tangible fixed assets (9,553 ) (45,894 )
Interest received - 2,026
Net cash from investing activities (9,553 ) (43,868 )

Increase in cash and cash equivalents 299,884 273,528
Cash and cash equivalents at beginning of
year

2

1,122,622

849,094

Cash and cash equivalents at end of year 2 1,422,506 1,122,622

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE CASH FLOW STATEMENT
for the Year Ended 31 December 2023

1. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
31.12.23 31.12.22
£    £   
Loss before taxation (4,362,244 ) (3,350,030 )
Depreciation charges 18,488 19,153
Loss on disposal of fixed assets 1,759 -
Finance income - (2,026 )
(4,341,997 ) (3,332,903 )
Decrease/(increase) in trade and other debtors 3,086,923 (1,889,223 )
Increase in trade and other creditors 1,564,511 5,539,522
Cash generated from operations 309,437 317,396

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 1,422,506 1,122,622
Year ended 31 December 2022
31.12.22 1.1.22
£    £   
Cash and cash equivalents 1,122,622 849,094


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.23 Cash flow At 31.12.23
£    £    £   
Net cash
Cash at bank 1,122,622 299,884 1,422,506
1,122,622 299,884 1,422,506
Total 1,122,622 299,884 1,422,506

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

Coople (Uk) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The trading address of the company is 2nd Floor Classic House, 174-180 Old Street, London, EC1V 9BP.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The accounts have been prepared on the going concern basis notwithstanding that the company has made a loss in the current year and has a negative balance sheet.

This is in light of the fact that the company has obtained a letter of support from the parent company, Coople Holding AG (incorporated in Switzerland), who have confirmed they will continue to provide financial support to the company for a period of at least 12 months and 1 day from the date of the Coople (UK) Limited audit report.

The Directors of Coople Holding AG have prepared detailed forecasts for 2024 and 2025 and they believe that they have made adequate plans to have sufficient cash available to support the company for a period of at least 12 months and 1 day from the date the audit report is signed.

As at the date of signing the audit report there can be no assurance that Coople Holding AG will be successful in achieving its goals or that additional debt or equity financing will be available on terms which are acceptable to Coople Holding AG. Failure to generate sufficient cash flows from operations, raise additional debt or equity finance and manage expenditure could have a material adverse affect on the ability of Coople Holding AG to achieve its intended business objectives.

However, after making enquiries, the directors of Coople Holding AG have a reasonable expectation that Coople Holding AG has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least 12 months and 1 day from the date of the audit report on these financial statements. They are currently in discussions to secure further funding, and have no reason to believe that this will not be secured. As a result of this and the continued commitment of Coople Holding AG to the UK company, the directors believe that the use of the going concern basis is appropriate.

The financial statements have therefore been prepared on the going concern basis and do not contain any adjustments that would be required if the company was unable to continue as a going concern.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

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

Coople acts as an on-demand staffing platform, matching employers to temporary staff (referred to as 'Cooplers'). Revenue is recognised based on the date and the number of hours worked by Cooplers.

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible assets are initially measured at cost. After initial recognition, tangible assets are measured at cost less any accumulated depreciation and any accumulated impairment losses.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life:

Computer equipment: - 33% on cost

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Operating lease commitments
Rentals paid under operating leases are charged to profit and loss on a straight line basis over the period of the lease.

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
Financial assets and financial liabilities are recognised in the Company’s balance sheet when the Company becomes a party to the contractual provisions of the relevant instrument, and derecognised when it ceases to be a party to such provisions.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through the statement of total comprehensive income are recognised immediately in profit or loss.

Financial assets
The Company classifies its financial assets into the categories, discussed below, due to the purpose for which the asset was acquired. The Company has not classified any of its financial assets as held to maturity.

Loans and receivables
These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the provision of services to customers (e.g. trade debtors), but also incorporate other types of contractual monetary asset. They are initially recognised at fair value, including transaction costs that are directly attributable to their acquisition or issue, and are subsequently carried at amortised cost.

The Company’s loans and receivables consist of trade and other debtors and accrued revenue included within the balance sheet. Cash and bank balances include cash held at bank and cash on hand.

Impairment provisions are recognised when there is objective evidence, for example, significant financial difficulties on the part of the counterparty, or default, or significant delay in payment, that the Company will be unable to collect all of the amounts due under the terms of the receivable. The amount of such a provision being the difference between the net carrying amount and the present value of the future expected cash flows associated with the impaired receivable.

For certain categories of financial asset, such as trade debtors, assets that are assessed not to be impaired individually are, in addition, assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of receivables includes the Company’s past experience of collecting payments.

For trade debtors which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised within administrative expenses in the statement of total comprehensive income. On confirmation that the trade receivables will not be collectable, the gross carrying value of the asset is written off against the associated provision. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognised in profit or loss.

Financial liabilities and equity
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement.

Financial liabilities
Borrowings are initially recognised at fair value net of any directly attributable transaction costs. These interest-bearing liabilities are subsequently measured at amortised cost using the effective interest method, with the interest expense charged at a constant rate on the outstanding liabilities.




COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Ordinary shares are classified as equity; ordinary shares issued by the Company are recognised at the proceeds received, net of direct issue costs.

3. TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

31.12.23 31.12.22
£    £   
United Kingdom 22,556,620 26,532,083
22,556,620 26,532,083

4. EMPLOYEES AND DIRECTORS
31.12.23 31.12.22
£    £   
Wages and salaries 4,454,842 4,503,869
Social security costs 433,465 419,074
Other pension costs 113,540 86,388
5,001,847 5,009,331

The average number of employees during the year was as follows:
31.12.23 31.12.22

Sales 13 12
Admin 3 2
Operations 19 11
Support 11 15
Marketing 7 7
Management 6 6
59 53

Staff numbers only include those directly employed by the company and exclude those who work on an agency basis for the company's customers.

31.12.23 31.12.22
£    £   
Directors' remuneration 543,268 451,113

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

4. EMPLOYEES AND DIRECTORS - continued

Information regarding the highest paid director is as follows:
31.12.23 31.12.22
£    £   
Emoluments etc 228,668 244,986

During the year retirement benefits were accruing to 3 directors (2022 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £228,668 (2022 - £244,987).

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £7,229 (2022 - £7,111).

5. OPERATING LOSS

The operating loss is stated after charging:

31.12.23 31.12.22
£    £   
Depreciation - owned assets 18,488 19,153
Loss on disposal of fixed assets 1,759 -
Auditors' remuneration 26,646 9,918
Foreign exchange differences 277,888 694,970

6. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 December 2023 nor for the year ended 31 December 2022.

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.23 31.12.22
£    £   
Loss before tax (4,362,244 ) (3,350,030 )
Loss multiplied by the standard rate of corporation tax in the UK of 19%
(2022 - 19%)

(828,826

)

(636,506

)

Effects of:
Expenses not deductible for tax purposes 183,475 31,935
Capital allowances in excess of depreciation - (7,697 )
Depreciation in excess of capital allowances 1,667 -
(Profit)/loss on disposal of assets 334 -
Tax losses carried forward 643,350 612,268
Total tax charge - -

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

7. TANGIBLE FIXED ASSETS
Fixtures
and
fittings
£   
COST
At 1 January 2023 101,789
Additions 9,552
Disposals (20,447 )
At 31 December 2023 90,894
DEPRECIATION
At 1 January 2023 61,510
Charge for year 18,488
Eliminated on disposal (18,689 )
At 31 December 2023 61,309
NET BOOK VALUE
At 31 December 2023 29,585
At 31 December 2022 40,279

8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Trade debtors 705,139 3,229,675
Amounts owed by group undertakings 252,259 597,073
Other debtors 216,396 216,872
Prepayments and accrued income 783,554 1,000,651
1,957,348 5,044,271

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Trade creditors 130,455 132,995
Amounts owed to group undertakings 22,895,214 20,973,403
Social security and other taxes 512,482 1,124,572
VAT 1,018,119 1,427,271
Other creditors 86,685 194,937
Accrued expenses 2,158,028 1,383,294
26,800,983 25,236,472

COOPLE (UK) LIMITED (REGISTERED NUMBER: 09402285)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2023

10. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
31.12.23 31.12.22
£    £   
Within one year 261,394 261,394
Between one and five years 639,296 900,690
900,690 1,162,084

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.23 31.12.22
value: £    £   
15,000 Ordinary £1 15,000 15,000

12. RESERVES
Retained
earnings
£   

At 1 January 2023 (19,044,300 )
Deficit for the year (4,362,244 )
At 31 December 2023 (23,406,544 )

13. PENSION COMMITMENTS

The company operates a defined contribution pension scheme. During the year the company contributed £308,533 (2022: £221,950). At the reporting date there were outstanding contributions of £67,162 (2022: £44,119).

14. FIXED AND FLOATING CHARGES

Harbert European Speciality Lending Company II, SARL. and Sonovate LTD have a fixed and floating charge with negative pledge over all the assets of the company.

Sonovate LTD was granted priority in respect of debt owed by the company up to an amount not exceeding £800,000.

15. ULTIMATE PARENT COMPANY

The immediate and ultimate parent company is Coople Holding AG, a company registered in Albisriederstrasse, 8047 Zurich, Switzerland. Coople Holding AG is the largest and only group company to prepare consolidated financial statements. These are not publicly available.