Caseware UK (AP4) 2023.0.135 2023.0.135 true2022-12-31true00false 08380613 2022-12-30 08380613 2022-12-31 2023-12-30 08380613 2022-01-01 2022-12-31 08380613 2023-12-30 08380613 2022-12-31 08380613 c:Exceptional 2022-12-31 2023-12-30 08380613 c:Exceptional 2022-01-01 2022-12-31 08380613 d:Director1 2022-12-31 2023-12-30 08380613 d:Director2 2022-12-31 2023-12-30 08380613 d:RegisteredOffice 2022-12-31 2023-12-30 08380613 d:Agent1 2022-12-31 2023-12-30 08380613 c:CurrentFinancialInstruments 2023-12-30 08380613 c:CurrentFinancialInstruments 2022-12-31 08380613 c:ShareCapital 2023-12-30 08380613 c:ShareCapital 2022-12-31 08380613 c:RetainedEarningsAccumulatedLosses 2023-12-30 08380613 c:RetainedEarningsAccumulatedLosses 2022-12-31 08380613 d:EntityNoLongerTradingButTradedInPast 2022-12-31 2023-12-30 08380613 d:FRS102 2022-12-31 2023-12-30 08380613 d:Audited 2022-12-31 2023-12-30 08380613 d:FullAccounts 2022-12-31 2023-12-30 08380613 d:PrivateLimitedCompanyLtd 2022-12-31 2023-12-30 08380613 c:Subsidiary1 2022-12-31 2023-12-30 08380613 c:Subsidiary1 1 2022-12-31 2023-12-30 08380613 c:Subsidiary2 2022-12-31 2023-12-30 08380613 c:Subsidiary2 1 2022-12-31 2023-12-30 08380613 4 2022-12-31 2023-12-30 08380613 6 2022-12-31 2023-12-30 iso4217:GBP xbrli:pure


















HUK 39 Limited
























Directors' report and financial statements



for the period ended 30 December 2023



Registered number: 08380613

 
HUK 39 Limited


Company Information


Directors
Henry Foster 
Paul McGowan 




Registered number
08380613



Registered office
84 Grosvenor Street

London

W1K 3JZ




Independent auditor
Buzzacott LLP

130 Wood Street

London

EC2V 6DL




Bankers
Natwest Bank Plc
106 Linthorpe Road

Middlesbrough

TS1 2 JZ




Solicitors
Wright Hassall LLP
Olympus Avenue

Leamington Spa

Warwickshire

CV34 6BF





 
HUK 39 Limited


Contents



Page
Directors' report
 
1 - 2
Independent auditor's report
 
3 - 6
Statement of comprehensive income
 
7
Statement of financial position
 
8
Notes to the financial statements
 
9 - 12


 
HUK 39 Limited

 
Directors' report
for the period ended 30 December 2023

The directors present their report and the financial statements of HUK 39 Limited ('the company') for the 52 week period ended 30 December 2023.

Principal activity

The principal activity of the company during the year is to be a holding company of a group that licenses certain
intellectual properties.

Directors

The directors who served during the period were:

Henry Foster 
Paul McGowan 

Directors' responsibilities statement

The directors are responsible for preparing the Directors' 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 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 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 for the company's financial statements 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

the director 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's auditor is aware of that information.

Page 1

 
HUK 39 Limited
 
Directors' report (continued)
for the period ended 30 December 2023


Small companies exemption

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.


This report was approved by the board on 2 August 2024 and signed on its behalf by:
 





Paul McGowan
Director

Page 2

 
 
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Independent auditor's report to the members of HUK 39 Limited
for the period ended 30 December 2023

Opinion


We have audited the financial statements of HUK 39 Limited ('the company') for the period ended 30 December 2023, which comprise the Statement of comprehensive income, the Statement of financial position and the related notes, including a summary of significant accounting policiesThe 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 30 December 2023 and of its loss for the period 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 company 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 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.

Page 3

 
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Independent auditor's report to the members of HUK 39 Limited (continued)
for the period ended 30 December 2023


Opinion 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 Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
the Directors' report has been prepared in accordance with applicable legal requirements.


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 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:
 
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; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime
and take advantage of the small companies' exemptions in preparing the Directors' report and from the requirement
to prepare a Strategic report.

 
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.


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:
Page 4

 
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Independent auditor's report to the members of HUK 39 Limited (continued)
for the period ended 30 December 2023

Auditor's responsibilities for the audit of the financial statements (continued)
How the audit was considered capable of detecting irregularities including fraud
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud
and non-compliance with laws and regulations, was as follows:
 
the Senior Statutory Auditor ensured that the engagement team collectively had the appropriate competence,
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we made enquiries of management as to where they considered there was susceptibility to fraud, and their
knowledge of actual, suspected and alleged fraud;
we identified the laws and regulations that could reasonably be expected to have a material effect on the financial
statements of the company through discussions with directors and other management at the planning stage;
the audit team held a discussion to identify any particular areas that were considered to be susceptible to
misstatement, including with respect to fraud and non-compliance with laws and regulations; and
we focused our planned audit work on specific laws and regulations which we considered may have a direct material
effect on the financial statements or the operations of the company including the Companies Act 2006 and taxation
legislation.
 
We assessed the extent of compliance with the laws and regulations identified above through:
 
making enquiries of management;
inspecting legal expenditure and correspondence throughout the period for any potential litigation or claims; and
considering the internal controls in place that are designed to mitigate risks of fraud and non-compliance with laws
and regulations.
 
To address the risk of fraud through management bias and override of controls, we:
 
determined the susceptibility of the company to management override of controls by checking the implementation
of controls and enquiring of individuals involved in the financial reporting process, 
reviewed journal entries throughout the period to identify unusual transactions;
performed analytical procedures to identify any large, unusual or unexpected transactions and investigated any large variances from the prior period; and
carried out substantive testing to check the occurrence and cut-off of expenditure.
 
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which
included:
 
agreeing financial statement disclosures to underlying supporting documentation; and
enquiring of management as to actual and potential litigation and claims.



Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


Page 5

 
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Independent auditor's report to the members of HUK 39 Limited (continued)
for the period ended 30 December 2023

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 2006Our 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.





Peter Chapman (Senior statutory auditor)
for and on behalf of
Buzzacott LLP
Statutory Auditor
130 Wood Street
London
EC2V 6DL

5 August 2024
Page 6

 
HUK 39 Limited


Statement of comprehensive income
for the period ended 30 December 2023

52 week period ended 30 December 2023
52 week period ended 31 December 2022
£
£

Administrative expenses
  
(22,162)
(13,663)

Exceptional administrative expenses
  
-
(41,500)

Operating loss
  
(22,162)
(55,163)

Loss for the financial period
  
(22,162)
(55,163)

There was no other comprehensive income for the periods ended 30 December 2023 or 31 December 2022.

The notes on pages 9 to 12 form part of these financial statements.

Page 7

 
HUK 39 Limited - Registered number: 08380613

Statement of financial position
as at 30 December 2023

30 December 2023
31 December 2022
Note
£
£

Fixed assets
  

Investments
 5 
1
1

  
1
1

Current assets
  

Debtors
 6 
341,307
34,518

Cash at bank and in hand
  
31
4,433

  
341,338
38,951

Creditors: amounts falling due within one year
 7 
(656,701)
(332,153)

Net current liabilities
  
 
 
(315,363)
 
 
(293,202)

Net liabilities
  
(315,362)
(293,201)


Capital and reserves
  

Called up share capital 
  
1
1

Profit and loss account
  
(315,363)
(293,202)


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 were approved and authorised for issue by the board on 2 August 2024 and signed on its behalf by:




Paul McGowan
Director

The notes on pages 9 to 12 form part of these financial statements.

Page 8

 
HUK 39 Limited

 
Notes to the financial statements
for the period ended 30 December 2023

1.


General information

HUK 39 Limited is a private company limited by shares and incorporated in England and Wales with registered number 08380613. The registered office is 84 Grosvenor Street, London, W1K 3JZ.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' ('FRS 102') and the Companies Act 2006.
The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The company, and the Group headed by the company, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis as a connected company has agreed
to provide continuing financial support to the company for at least twelve months from the date of approval
of these financial statements.

 
2.4

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.6

Debtors

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.

 
2.7

Creditors

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.

 
2.8

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans to related parties and investments in ordinary shares.

Page 9

 
HUK 39 Limited

 
Notes to the financial statements
for the period ended 30 December 2023

3.


Employees

During the period, the company had no employees other than the directors (period ended 31 December 2022 - no employees), who did not receive any remuneration (period ended 31 December 2022 - £Nil).



4.


Exceptional items

52 week period ended 30 December 2023
52 week period ended 31 December 2022
£
£


Group loan write off
-
(41,500)

-
41,500


5.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 31 December 2022
1



At 30 December 2023
1





Subsidiary undertakings


At 30 December 2023, the following were subsidiary undertakings of the company:

Name

Class of shares

Holding

Mermaid Brands Limited
Ordinary
100%
HUK 40 Limited
Ordinary
100%

On 27 February 2024, HUK 40 Limited was dissolved and the entity ceased to be a subsidiary on this date.

Page 10

 
HUK 39 Limited

 
Notes to the financial statements
for the period ended 30 December 2023

6.


Debtors

30 December 2023
31 December 2022
£
£


Amounts owed by group undertakings
-
19,600

Amounts owed by connected companies
333,300
-

Other debtors
2,500
-

Prepayments and accrued income
5,507
14,918

341,307
34,518



7.


Creditors: amounts falling due within one year

30 December 2023
31 December 2022
£
£

Amounts owed to group undertakings
652,200
327,902

Other creditors
1
1

Accruals and deferred income
4,500
4,250

656,701
332,153



8.


Contingent liabilities

HUK 39 Limited has entered into a cross guarantee and indemnity in favour of 1846 Security Trustee Limited and
Goodmans Capital Investments Limited as part of the wider financing arrangements for the group headed by the
company.
The parties to the 1846 Security Trustee Limited guarantee are H Retail Realisations Limited (in administration),
HUK 39 Limited, Mermaid (Brands) Limited and Mermaid Digital Limited (dissolved). The assets of the parties to the 1846 Security Trustee Limited guarantee will be used to cover the liabilities due.
The parties to the Goodmans Capital Investments Limited guarantee are H Retail Realisations Limited (in
administration) and Mermaid (Brands) Limited. The assets of the parties to the Goodmans Capital Investments Limited guarantee will be used to cover the liabilities due.
The company had no other contingent liabilities at 30 December 2023 or 31 December 2022.


9.


Capital commitments

The company had no capital commitments at 30 December 2023 or 31 December 2022.

Page 11

 
HUK 39 Limited

 
Notes to the financial statements
for the period ended 30 December 2023

10.


Related party transactions

The company has not disclosed transactions with wholly owned members of the group headed by the company. 
Amounts due to and from connected companies and group undertakings are disclosed in notes 6 and 7. These companies are related by virtue of common control.


11.


Controlling party

The smalling group of undertakings for which group financial statements have been drawn up, including the company, is that headed by Hilco Trading, LLC. Copies of the group financial statements can be obtained from that company's registered office, 5 Revere Drive, Suite 206, Northbrook, Illinois, 60062.

Page 12