Company registration number 14665845 (England and Wales)
RISE NEWCO 1 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
RISE NEWCO 1 LIMITED
COMPANY INFORMATION
Directors
Mr P Baker
(Appointed 13 April 2023)
Mr G Blackburn
(Appointed 13 April 2023)
Mr E Ethelston
(Appointed 26 September 2023)
Mr A O'Hickey
(Appointed 13 April 2023)
Mr J R M Price
(Appointed 13 April 2023)
Company number
14665845
Registered office
C/O Horizon Capital LLP Level 9
The Shard
32 London Bridge Street
London
SE1 9SG
Auditor
Critchleys Audit LLP
Beaver House
23-38 Hythe Bridge Street
Oxford
OX1 2EP
RISE NEWCO 1 LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 16
RISE NEWCO 1 LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 1 -

The directors present their Strategic Report on Rise Newco 1 Ltd (the “Company”) together with the audited financial statements for the period ended 31 December 2023.

Background and principal activities

The principal activity of the Company during the year was that of an intermediate holding company and will continue to be so in the foreseeable future. The Company is part of a group of companies and an LLP headed by Rise Topco Limited (the “Group”). The principal activity of the Group is consulting and professional services to the built-environment sector helping clients transform the quality and sustainability of their projects and activities.

Business review and financial key performance indicators

The results for the period and the Company’s financial position at the end of the period are shown in the attached financial statements on pages 7 to 16 and the following notes.

 

The Company made a loss of £2,823,890 from incorporation to the period end.

 

The Company does not have any employees nor trade with third party customers in its own right and as such the directors believe that key performance indicators for the Company are not necessary or appropriate for an understanding of development, performance or position of the business, Rather, the key performance indicators are monitored and assessed in the Group of which this entity is part of with copies available from Companies House.

Principal risks and uncertainties

The directors believe that the key risks and uncertainties at Company level are the impairment of the Holding value of the Amounts owed by group undertakings.

 

The former is managed by reviewing management information and performance of the Group.

 

The principal risks of the Group are reported in the Rise Topco consolidated Report and Accounts.

Directors' statement of compliance with the duty to promote the success of the Company

The Companies (Miscellaneous Reporting) Regulations 2018 require Directors to explain how they considered the interests of key stakeholders and the broader matters set out in section 171(1) (A) to (F) of the Companies Act 2006 (“s.172”) when performing their duty to promote the success of the Company under s.172. This includes considering the interests of other stakeholders which will have an impact on the long-term success of the Company. The s.172 statements for the Company is the same as that of the ultimate parent company, Rise Topco Ltd.

On behalf of the board

Mr E Ethelston
Director
25 June 2024
RISE NEWCO 1 LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 2 -

The directors present their annual report and financial statements for the period ended 31 December 2023.

 

For details of performance of the wider Group see the accounts for Rise Topco Limited.

Results and dividends

The loss after taxation for the period amounted to £2,823,890.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

Mr P Baker
(Appointed 13 April 2023)
Mr G Blackburn
(Appointed 13 April 2023)
Mr E Ethelston
(Appointed 26 September 2023)
Mr A O'Hickey
(Appointed 13 April 2023)
Mr J R M Price
(Appointed 13 April 2023)
Mr L A Kingston
(Appointed 15 February 2023 and resigned 13 April 2023)
Mr J E Teasdale
(Appointed 15 February 2023 and resigned 13 April 2023)
Financial instruments
Liquidity risk

The Company has fixed interest rates applied to applicable intercompany loans and the interest applicable is rolled up. While the intercompany loan is repayable on demand a letter of support from the counterparty has indicated that there is no intention to demand repayment.

Interest rate risk

The Company’s borrowings are all at a fixed rate of interest so the Company is not exposed to interest rate

Credit risk

The Company has no cash balances so not exposed to financial institutions.

Energy and carbon report

Carbon reporting for the Group is included in the parent undertaking Rise Topco Limited. There is no separate reporting for this company.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
Mr E Ethelston
Director
25 June 2024
RISE NEWCO 1 LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 3 -

The directors are responsible for preparing the annual report 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:

 

 

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.

RISE NEWCO 1 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RISE NEWCO 1 LIMITED
- 4 -
Opinion

We have audited the financial statements of Rise Newco 1 Limited (the 'company') for the period ended 31 December 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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:

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 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.

Conclusions relating 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.

 

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

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 directors are 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

RISE NEWCO 1 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RISE NEWCO 1 LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 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.

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 financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

RISE NEWCO 1 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RISE NEWCO 1 LIMITED
- 6 -

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 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 as a body, for our audit work, for this report, or for the opinions we have formed.

Robert Kirtland
Senior Statutory Auditor
For and on behalf of Critchleys Audit LLP
26 June 2024
Chartered Accountants
Statutory Auditor
Beaver House
23-38 Hythe Bridge Street
Oxford
OX1 2EP
RISE NEWCO 1 LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 7 -
Period
ended
31 December
2023
Notes
£
Turnover
-
Administrative expenses
(216,371)
Operating loss
(216,371)
Income from interests in group undertakings
3,977,857
Interest payable and similar expenses
5
(5,661,917)
Loss before taxation
(1,900,431)
Tax on loss
6
(923,459)
Loss for the financial period
(2,823,890)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

RISE NEWCO 1 LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 8 -
Period
ended
31 December
2023
£
Loss for the period
(2,823,890)
Other comprehensive income
-
Total comprehensive income for the period
(2,823,890)
RISE NEWCO 1 LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
Notes
£
£
Fixed assets
Investments
7
105,562,023
Current assets
Debtors
9
6,709,288
Creditors: amounts falling due within one year
10
(115,095,200)
Net current liabilities
(108,385,912)
Net liabilities
(2,823,889)
Capital and reserves
Called up share capital
11
1
Profit and loss reserves
(2,823,890)
Total equity
(2,823,889)
The financial statements were approved by the board of directors and authorised for issue on 25 June 2024 and are signed on its behalf by:
Mr E Ethelston
Director
Company registration number 14665845 (England and Wales)
RISE NEWCO 1 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 10 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 15 February 2023
1
-
0
1
Period ended 31 December 2023:
Loss and total comprehensive income
-
(2,823,890)
(2,823,890)
Balance at 31 December 2023
1
(2,823,890)
(2,823,889)
RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 11 -
1
Accounting policies
Company information

Rise Newco 1 Limited is a private company limited by shares incorporated in England and Wales. The registered office is C/O Horizon Capital LLP Level 9, The Shard, 32 London Bridge Street, London, SE1 9SG.

1.1
Reporting period

The company was incorporated on the 15 February 2023 and the first period of reporting is the short period to 31 December 2023 which is the group's year-end.

 

1.2
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to

prepare consolidated accounts. The financial statements present information about the company as an

individual entity and not about its group

 

The financial statements of the company are consolidated in the financial statements of Rise MidCo Limited. These consolidated financial statements are available from its registered office, C/O Horizon Capital LLP Level 9, The Shard, 32 London Bridge Street, London, SE1 9SG.

1.3
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Income from interest in group undertaking represents the share of the profit in Ridge and Partners LLP due in respect of the financial year

1.5
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 12 -

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 13 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 14 -
3
Auditor's remuneration
2023
Fees payable to the company's auditor and associates:
£
For audit services
Audit of the financial statements of the company
4,000
For other services
All other non-audit services
2,000
4
Employees

The average monthly number of persons (including directors) employed by the company during the period was:

2023
Number
Total
-
0
5
Interest payable and similar expenses
2023
£
Interest payable to group undertakings
5,661,917
6
Taxation
2023
£
Current tax
UK corporation tax on profits for the current period
923,459

The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:

2023
£
Loss before taxation
(1,900,431)
Expected tax credit based on the standard rate of corporation tax in the UK of 24.16%
(459,073)
Group relief
(216,286)
Impact of partnership
877,080
Deferred tax not provided
721,738
Taxation charge for the period
923,459
RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 15 -
7
Fixed asset investments
2023
Notes
£
Investments in subsidiaries
8
105,562,023
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 15 February 2023
-
Additions
105,562,023
At 31 December 2023
105,562,023
Carrying amount
At 31 December 2023
105,562,023
8
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Ridge and Partners LLP
The Cowyards Blenheim Park, Oxford Road, Woodstock, Oxfordshire, OX20 1QR
LLP interest
99.00
-
Ridge Surveyors Limited
The Cowyards Blenheim Park, Oxford Road, Woodstock, Oxfordshire, OX20 1QR
Ordinary Shares
-
99.00
9
Debtors
2023
Amounts falling due within one year:
£
Amounts owed by group undertakings
6,639,864
Prepayments and accrued income
69,424
6,709,288
RISE NEWCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 16 -
10
Creditors: amounts falling due within one year
2023
£
Amounts owed to group undertakings
110,666,771
Corporation tax
923,459
Other creditors
3,496,870
Accruals and deferred income
8,100
115,095,200

Amounts owed to group undertakings are amounts owed to Rise Bidco Limited the immediate parent of Rise Newco 1 Limited. Whilst these amounts are technically repayable on demand, there is no expectation that the amounts will become due within the next 12 months as all entities fall under the same management.

 

11
Share capital
2023
2023
Ordinary share capital
Number
£
Issued and fully paid
Ordinary shares of £1 each
1
1

During the period ended 31 December 2023 one ordinary share of £1 was issued for consideration of £1.

12
Financial commitments, guarantees and contingent liabilities

There is a charge over the company's assets in respect of a loan taken out by its parent undertaking. As at 31 December 2023 the balance of the loan was £50,500,000.

13
Related party transactions
2023
Amounts due to related parties
£
Key management personnel
1,218,525
14
Ultimate controlling party

The company's immediate parent is Rise Bidco Limited, incorporated in the UK.

 

The most senior parent entity producing publicly available financial statements is Rise Topco Limited.

These financial statements are available upon request from its registered office address: c/o Horizon Capital LLP. Level 9, The Shard, 32 London Bridge Street, London, SE1 9SG.

 

As at 31 December 2023 the Directors considered the ultimate controlling party to be Horizon Capital II Limited Partnership.

 

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