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Registered number: 08397789 (England and Wales)














ACT! SOFTWARE LIMITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
ACT! SOFTWARE LIMITED
 
 
COMPANY INFORMATION


Director
B M Reading 




Registered number
08397789



Registered office
Q5 1st Floor Quorum Business Park
Benton Lane

Newcastle Upon Tyne

United Kingdom

NE12 8BS




Independent auditors
ZEDRA Corporate Reporting Services (UK) Limited





 
ACT! SOFTWARE LIMITED
 

CONTENTS



Page
Balance Sheet
 
1 - 2
Statement of Changes in Equity
 
3
Notes to the Financial Statements
 
4 - 9


 
ACT! SOFTWARE LIMITED
REGISTERED NUMBER:08397789

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
174,401
19,828

  
174,401
19,828

Current assets
  

Debtors: amounts falling due within one year
 5 
818,219
923,247

Cash at bank and in hand
  
223,341
936,484

  
1,041,560
1,859,731

Creditors: amounts falling due within one year
 6 
(15,089,151)
(13,993,030)

Net current liabilities
  
 
 
(14,047,591)
 
 
(12,133,299)

Total assets less current liabilities
  
(13,873,190)
(12,113,471)

Creditors: amounts falling due after more than one year
 7 
-
(44)

  

Net liabilities
  
(13,873,190)
(12,113,515)

Page 1

 
ACT! SOFTWARE LIMITED
REGISTERED NUMBER:08397789
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

2023
2022
£
£

Capital and reserves
  

Called up share capital 
  
100
100

Capital contribution reserve
  
1,896,484
1,896,484

Profit and loss account
  
(15,769,774)
(14,010,099)

  
(13,873,190)
(12,113,515)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 

B M Reading
Director

Date: 20 September 2024

The notes on pages 4 to 9 form part of these financial statements.

Page 2

 
ACT! SOFTWARE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
100
1,896,484
(12,244,808)
(10,348,224)


Comprehensive income for the year

Loss for the year
-
-
(1,765,291)
(1,765,291)



At 1 January 2023
100
1,896,484
(14,010,099)
(12,113,515)


Comprehensive income for the year

Loss for the year
-
-
(1,759,675)
(1,759,675)


At 31 December 2023
100
1,896,484
(15,769,774)
(13,873,190)


Page 3

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies

 
1.1

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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

  
1.2

Going concern

The Company is in a net liability position and is reliant on the parent company Swiftpage, Inc., to provide financial support.
The Company has received written confirmation from the parent company that it will provide support for a period of at least 12 months from the date of signing these financial statements. 
In assessing the Company's ability to continue as a going concern, the directors have considered the availability of financing through a review of the parent company's financial position and forecasts. On the basis that financial support continues, the directors are confident that the Company will continue to be able to meet obligations as they fall due. For these reasons, the directors continue to prepare the financial statements on a going concern basis.

 
1.3

Turnover

The Company generates revenue from the sale of access to its software products under a recurring subscription revenue model. The Company also generates license revenue from the sale of perpetual use software. In both cases, hosted software and perpetual licenses include upgrades and bug fixes during the contractual term.

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

The Company's subscription software products are sold under subscription contracts ranging from 1 to 36 months (primarily 12 months). Subscription turnover is recognised upon delivery of the services on a monthly basis, once the performance obligations are met. 

 
Page 4

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)


1.3
Turnover (continued)

The Company also provides perpetual licenses for on-premises software. Turnover is recognised in full once the license key is issued as all performance obligations are then complete. 

 
1.4

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Short-term leasehold property
-
5
years
Fixtures and fittings
-
5
years
Office equipment
-
3
years
Computer equipment
-
3
years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

  
1.5

Debtors

Short term debtors are measured at transaction price, less any impairment.

 
1.6

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions. 

  
1.7

Creditors

Creditors are measured at cost. Amounts owed to group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.

Page 5

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.Accounting policies (continued)

 
1.8

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 
1.9

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
1.10

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

  
1.11

Intercompany overhead charges

Intercompany overhead costs are recharged to the Company from its parent and are expensed in the period that they are incurred. 

  
1.12

Transfer pricing fees

Transfer pricing fees are recharged to the Company from its parent at 25% of revenue and are expensed in the period the revenue was earned. 

  
1.13

Capital contribution reserve

The capital contribution reserve includes the contributions from the parent company which have an unconditional waiver of repayment.

Page 6

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.
 
The audit report was signed on 20 September 2024 by Edward Wallis ACA (Senior Statutory Auditor) on behalf of ZEDRA Corporate Reporting Services (UK) Limited.


3.


Employees

The average monthly number of employees during the year was 51 (2022 - 53).


4.


Tangible fixed assets





Short-term leasehold property
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
20,605
151,353
92,315
128,080
392,353


Additions
173,912
-
-
9,969
183,881



At 31 December 2023

194,517
151,353
92,315
138,049
576,234



Depreciation


At 1 January 2023
20,605
149,736
92,315
109,869
372,525


Charge for the year on owned assets
18,914
313
-
10,081
29,308



At 31 December 2023

39,519
150,049
92,315
119,950
401,833



Net book value



At 31 December 2023
154,998
1,304
-
18,099
174,401



At 31 December 2022
-
1,617
-
18,211
19,828

Page 7

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Debtors

2023
2022
£
£


Trade debtors
780,101
823,522

Other debtors
27,847
32,030

Prepayments and accrued income
10,271
67,695

818,219
923,247



6.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
254,094
387,077

Amounts owed to group undertakings
11,328,069
9,913,728

Other taxation and social security
291,441
312,505

Other creditors
16,764
21,867

Accruals and deferred income
3,198,783
3,357,853

15,089,151
13,993,030



7.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Accruals and deferred income
-
44

-
44


Page 8

 
ACT! SOFTWARE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than one year
43,890
83,552

Between one and five years
331,005
-

After five years
222,500
-

597,395
83,552


9.


Controlling party

Swiftpage, Inc. is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 621 17th Street Suite 500 Denver, CO 80293 USA.


10.


Post balance sheet events

There were no adjusting or non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.

 
Page 9