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Registered number: 04015697












ADENZA LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

 

ADENZA LIMITED

CONTENTS



Page
Company information
 
1
Strategic report
 
2 - 3
Directors' report
 
4
Directors' responsibilities statement
 
5
Independent auditor's report
 
6 - 9
Profit and loss account
 
10
Balance sheet
 
11
Statement of changes in equity
 
12
Statement of cash flows
 
13 - 14
Notes to the financial statements
 
15 - 33


 

ADENZA LIMITED
 
COMPANY INFORMATION


Directors
Joshua Geller (resigned 19 January 2024)
Helene Koutsoudakis (resigned 19 January 2024)
Shalinder Singh (appointed 19 January 2024)
Erika Moore (appointed 19 January 2024)
Laurent Jacquemin (appointed 19 January 2024)
Brenda Hoffman (appointed 19 January 2024)
Tal Cohen (appointed 19 January 2024)




Registered number
04015697



Registered office
22 Bishopsgate

London

EC2N 4BQ




Independent auditors
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1

 

ADENZA LIMITED
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their strategic report of Adenza Limited (the company) for the year ended 31 December 2023.
The company acts as a provider of computer software product development and product implementation services, along with: 
Provides sales and marketing support to its parent company, Adenza, Inc.
Provide management, governance and oversight services to affiliates which are from time to time providing services to parent company. 
Provide services related to general management of global operations, as represented by the Executive of Adenza’s controlled group of companies and such services can include but are not limited to strategic planning, definition of operational processes, development of specific performance measures and long-term financial objectives, and consulting on business strategy*.

*This was valid till 1st November 2023 i.e., Nasdaq's acquisition of the Adenza Group. 

Business review
 
The directors regard the performance of the company during the year as being satisfactory and are optimistic about the prospects for the coming years.
Company’s management continues to adapt effectively to the unstable global economic situation, continuing to develop new opportunities and gaining market share from its competitors. Its ability to generate revenues and meet business targets is not expected to be adversely affected.
Beyond all the strong economic indicators, one of Adenza’s strengths is its ability to adapt and the flexibility of its employees.
The company continues to be remunerated for services provided to its subsidiaries. Such income has contributed to the improved profitability of the company as detailed below in the "financial key performance indicators" section of this report.
On November 1, 2023, NASDAQ, Inc. completed the acquisition of the Adenza Holdings, Inc, the immediate subsidiary of the Adenza Parent. Pursuant to the merger of ARGUS Merger Sub 1, Inc. with and into the Adenza Holdings, Inc, and the subsequent merger of Adenza Holdings, Inc with and into ARGUS Merger Sub 2, LLC (now named Adenza Holdings, LLC), Adenza Holdings, Inc was discontinued after that. With Adenza Holdings, LLC as its successor-in-interest. Post this acquisition, NASDAQ, Inc. is the ultimate Parent entity..

Financial key performance indicators
 
Given the nature of the company's operations, the directors consider its cost base, particularly in relation to staff and contractors costs, to be the key performance indicator. During the year under review, the company's staff costs, increased to £25.4m (2022 - £13.4m) reflecting the increase in the average number of employees from 69 to 154 over the year principally as a result of the transfer of the employees from AxiomSL Ltd to the company. The use of contractors increased during the year with such expenditure being £0.37m in 2023 and £0.21m in 2022. The variance in other administrative expenses is reasonable.
Profit before tax for the year ended 31 December 2023 was £26.6m (2022 - £50.7m), the decrease is due to lower dividend income in the current year compared to the previous year by £20.2m and an impairment charge against investments of £6.1m offset by an increase in operating profit of £2.3m.
The company continues to maintain a strong cash position of £2m at 31 December 2023 (2022 - £1.9m). Net assets have decreased from £58.9m as at 31 December 2022 to £38.8m as at 31 December 2023. Net assets have decreased by £20m due to declaration of a dividend of £44m during the year.

Page 2

 

ADENZA LIMITED

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Research and development
 
The company has continued its software research and development activities during the year on behalf of the parent company.
Principal risks and uncertainties
The principal risks and uncertainties facing the business are people risk and business environment and market risks.
People risk
Employees are the company's key asset. The company's success relies on recruiting, retaining and motivating talented employees. The company has appropriate remuneration and staff engagement/development policies to mitigate this risk.

Business environment and market risks

The company's sole customer is its parent undertaking, Adenza Inc., whose revenues are concentrated in the financial markets software industry, which is highly competitive and undergoing change. Significant technological changes in the industry or customer requirements, or the emergence of competitive products with new capabilities or technologies could adversely affect the company’s operations. The group continues to invest in software research and development to mitigate these risks.


This report was approved by the board and signed on its behalf.



Shalinder Singh
Director

Date: 25 September 2024

Page 3

 

ADENZA LIMITED

DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Results and dividends

The profit for the year, after taxation, amounted to £22.8m (2022 - £49.3m).

Directors have recommended interim dividend of £44.6m during the year (2022 - £Nil).

Directors

The directors who served during the year were:

Joshua Geller (resigned 19 January 2024)
Helene Koutsoudakis (resigned 19 January 2024)
Shalinder Singh (appointed 19 January 2024)
Erika Moore (appointed 19 January 2024)
Laurent Jacquemin (appointed 19 January 2024)
Brenda Hoffman (appointed 19 January 2024)
Tal Cohen (appointed 19 January 2024)

Matters covered in the strategic report

As permitted by s414c(11) of the Companies Act 2006, the directors have elected to disclose information, required to be in the directors' report by Schedule 7 of the 'Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008', in the strategic report.

Disclosure of information to auditors

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 auditors are 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 auditors are aware of that information.

Post balance sheet events

There were no significant events affecting the operations of the company post balance sheet. 


This report was approved by the board and signed on its behalf.
 





Shalinder Singh
Director

Date: 25 September 2024

Page 4

 

ADENZA LIMITED
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors are responsible for preparing the strategic report, 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 judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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.

Page 5

 

ADENZA LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBER OF ADENZA LIMITED
FOR THE YEAR ENDED 31 DECEMBER 2023

Opinion


We have audited the financial statements of Adenza Limited (the 'company') for the year ended 31 December 2023, which comprise the profit and loss account, the balance sheet, the statement of cash flows, the statement of changes in equity 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 31 December 2023 and of its profit 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 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 auditors' report thereon. The directors are responsible for the other information contained within the annual reportOur 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 6

 

ADENZA LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBER OF ADENZA LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have 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 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:


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 directors' responsibilities statement set out on page 5, 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.


Page 7

 

ADENZA LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBER OF ADENZA LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

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 an auditors' 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:

the engagement partner 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 identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the company;
we focused 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, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including
obtaining an understanding of how fraud might occur, by:
 
making enquiries of management as to where they considered there was susceptibility to fraud, their
knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place 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:
 
performed analytical procedures to identify any unusual or unexpected movements;
reviewed journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and
investigated the rationale behind significant or unusual transactions.

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

agreeing financial statement disclosures to underlying supporting documentation; and
enquiring of management as to actual and potential litigation and claims.

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.
 
Page 8

 

ADENZA LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBER OF ADENZA LIMITED (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors' responsibilities for the audit of the financial statements (continued)
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 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 auditors' 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 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 auditors' 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.





Christopher Shepherd (senior statutory auditor)
  
for and on behalf of
Blick Rothenberg Audit LLP
 
Chartered Accountants
Statutory Auditor
  
16 Great Queen Street
Covent Garden
London
WC2B 5AH

25 September 2024
Page 9

 

ADENZA LIMITED
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
44,737,236
29,675,787

Administrative expenses
  
(29,620,492)
(16,716,663)

Other operating income
 6 
266,233
150,000

Operating profit
 7 
15,382,977
13,109,124

Income from investments
 9 
17,315,383
37,561,364

Impairment of investments
 10 
(6,079,789)
-

Interest receivable and similar income
 11 
-
109

Interest payable and similar expenses
 12 
(11,333)
(11,880)

Profit before taxation
  
26,607,238
50,658,717

Tax on profit
 13 
(3,850,021)
(1,340,356)

Profit for the financial year
  
22,757,217
49,318,361

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been presented.

Page 10


 
REGISTERED NUMBER:04015697
ADENZA LIMITED

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 14 
763,542
627,934

Investments
 15 
33,415,541
37,578,508

  
34,179,083
38,206,442

Current assets
  

Debtors: amounts falling due within one year
 16 
12,616,477
23,721,546

Cash at bank and in hand
 17 
2,005,167
1,890,205

  
14,621,644
25,611,751

Creditors: amounts falling due within one year
 18 
(9,639,091)
(4,446,260)

Net current assets
  
 
 
4,982,553
 
 
21,165,491

Total assets less current liabilities
  
39,161,636
59,371,933

Creditors: amounts falling due after more than one year
 19 
(224,659)
(152,769)

Provisions for liabilities
  

Deferred tax
 20 
(21,576)
(130,189)

Other provisions
 21 
(158,884)
(147,551)

  
 
 
(180,460)
 
 
(277,740)

Net assets
  
38,756,517
58,941,424


Capital and reserves
  

Called up share capital 
 22 
300
200

Share premium account
 23 
1,655,200
17,044

Profit and loss account
 23 
37,101,017
58,924,180

Total equity
  
38,756,517
58,941,424


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




Shalinder Singh
Director

Date: 25 September 2024

The notes on pages 15 to 33 form part of these financial statements.

Page 11

 

ADENZA LIMITED

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


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 January 2022
100
-
9,605,819
9,605,919


Comprehensive income for the year

Profit for the financial year
-
-
49,318,361
49,318,361
Total comprehensive income for the year
-
-
49,318,361
49,318,361


Contributions by and distributions to owners

Shares issued during the year
100
17,044
-
17,144



At 1 January 2023
200
17,044
58,924,180
58,941,424


Comprehensive income for the year

Profit for the financial year
-
-
22,757,217
22,757,217
Total comprehensive income for the year
-
-
22,757,217
22,757,217


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(44,580,380)
(44,580,380)

Shares issued during the year
100
1,638,156
-
1,638,256


Total transactions with owners
100
1,638,156
(44,580,380)
(42,942,124)


At 31 December 2023
300
1,655,200
37,101,017
38,756,517


Page 12

 

ADENZA LIMITED

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Profit for the financial year
22,757,217
49,318,361

Adjustments for:

Depreciation of tangible assets
335,953
92,189

Impairments of investments
6,079,789
-

Interest paid
11,333
11,880

Interest received
-
(109)

Taxation charge
3,850,021
1,340,356

Decrease in debtors
259,761
391,207

Increase in amounts owed by groups
(31,709,939)
(47,583,101)

Increase/(decrease) in creditors
2,631,537
(620,393)

R&D Expenditure Credit (RDEC) above the line tax credit
(266,233)
(150,000)

Increase/(decrease) in provisions
11,333
(79,891)

Dividends received
(1,450,278)
-

Corporation tax paid
(3,084,350)
(874,951)

Net cash generated from operating activities

(573,856)
1,845,548


Cash flows from investing activities

Purchase of tangible fixed assets
(471,561)
(669,710)

Purchase of investments
(278,566)
-

Interest received
-
109

Dividends received
1,450,278
-

Net cash from investing activities

700,151
(669,601)
Page 13

 

ADENZA LIMITED

STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


2023
2022

£
£



Cash flows from financing activities

Interest paid
(11,333)
(11,880)

Net cash used in financing activities
(11,333)
(11,880)

Net increase in cash and cash equivalents
114,962
1,164,067

Cash and cash equivalents at beginning of year
1,890,205
726,138

Cash and cash equivalents at the end of year
2,005,167
1,890,205


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,005,167
1,890,205


Significant Non cash Transactions 
 
Company went through Legal Entity Rationalization in 2023 and had below significant non cash transactions;
- As a part of internal restructuring, investments amounting to GBP 1.6m were transferred to the company by way of issue of shares of same amount.
- Dividend in Specie was received by the company amounting to GBP 15.86m 
- Dividend in Specie paid by the company amounting to GBP 44.6m
During the year 2022, Company had received dividend in Specie valuing GBP 37.56m by way of transfer of investments and additional share capital was issued amounting to GBP 0.017m (as disclosed in Statement of Equity)

Page 14

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Adenza Limited acts as a provider of computer software product development and product implementation services, along with: 
 
Provides sales and marketing support to its parent company, Adenza, Inc.
Provide management, governance and oversight services to affiliates which are from time to time providing services to parent company.
Provide services related to general management of global operations, as represented by the Executive of Adenza’s controlled group of companies and such services can include but are not limited to strategic planning, definition of operational processes, development of specific performance measures and long-term financial objectives, and consulting on business strategy.
 
The company is a private company limited by shares and is incorporated in England and Wales. The address of its registered office is 22 Bishopsgate, London, EC2N 4BQ and its  principal place of business is 5th floor, 80 Cannon Street, London, EC4N 6AE.
These financial statements include the results of the Axiom UK business which was transferred on 1 April 2023. Therefore, the comparative figures are not entirely comparable. 
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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 the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102:  

Section 11 Financial Instruments paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c) (disclosures relating to financial instruments); 
Section 33 Related Party Disclosures paragraph 33.7 (disclosures of key management personnel compensation). 
Section 26 Share based payments (disclosure of share based payments);
The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006. The financial statements present information about the company as an individual entity and not about its group. Adenza Limited is a wholly owned subsidiary of Nasdaq Inc and the results of Adenza Limited are included in the consolidated financial statements of Nasdaq Inc which are available in the public domain.

The following principal accounting policies have been applied:

Page 15

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.2

Going concern

After making enquiries, the directors have a reasonable expectation that the company 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 twelve months from the date these financial statements were approved. Accordingly, they continue to adopt the going concern basis in preparing the financial statements. The directors consider this basis appropriate as the company has received a letter of financial support from its parent company.

  
2.3

Revenue

Revenue from contracts to provide services is recognised in the period in which the services are provided. Revenue is recognised to the extent that it is probable that the company will receive the consideration due under the contract and the amount of revenue can be measured reliably. Revenue is measured at the fair value of the consideration received or receivable, excluding value added tax.

 
2.4

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.
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

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

Depreciation is provided on the following basis:

Leasehold improvements
-
5 years or length of lease whichever is less
Fixtures and fittings
-
33% to 67% straight line
Computer equipment
-
33% to 67% straight line

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.

Page 16

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.5

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.
Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument. 
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. 
The company’s policies for its major classes of financial assets and financial liabilities are set out below. 
Financial assets
Basic financial assets, including other debtors, cash and bank balances, intercompany working capital balances and intercompany financing, are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including trade and other creditors, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account. 
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date. 
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. 
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.
Page 17

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  


Financial instruments (continued)

Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. 
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. 
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management.

  
2.8

Share capital

Ordinary shares are classified as equity.

Page 18

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.9

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is Sterling (£).

Transactions and balances

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

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

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the profit and loss account within 'interest receivable and similar income' or 'interest payable and similar expenses'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

 
2.10

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.11

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.

 
2.12

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting. 

Page 19

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

  
2.13

Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the profit and loss account over the vesting period with a corresponding credit recognised in equity. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit and loss account over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the profit and loss account is charged with fair value of goods and services received.

 
2.14

Operating leases

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.

 
2.15

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.16

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.17

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 20

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.18

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
 
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

  
2.19

Research and development

All research and development expenditure is written off to the profit and loss account in the year in which it is incurred.

Page 21

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

3.


Judgments in applying accounting policies 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.
Critical judgements
The following is the critical judgement and estimation that the directors have made in the process of applying the company's accounting policies and that have the most significant affect on the amounts recognised in the financial statements.
Impairment of investment
In preparing these financial statements, the directors have exercised judgement in determining whether there are indicators of impairment of the company's investments.  Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the investments.


4.


Turnover

The whole of the turnover is attributable to the company's principal activity.

Analysis of turnover by country of destination:

2023
2022
£
£

United States of America
43,015,855
27,428,550

Ireland
1,721,381
2,247,237

44,737,236
29,675,787



5.


Dividends paid

2023
2022
£
£


Dividends
44,580,380
-


6.


Other operating income

2023
2022
£
£

Research and development expense credit
266,233
150,000


Page 22

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

7.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Depreciation of tangible fixed assets
335,953
92,189

Foreign exchange (gains)/losses
(171,350)
37,949

Operating lease charges
313,024
519,482

Defined contribution pension costs
779,905
419,781

Fees payable to the company's auditor and its associates for the audit of the company's annual financial statements
22,916
17,850

Fees payable to the companies auditor and its associates for other services to the group:
 
- Taxation compliance and company secretarial
9,448
6,060

  - Payroll services
10,365
21,960

  - Other services
600
1,500


8.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
21,630,282
11,401,166

Social security costs
3,025,537
1,578,129

Cost of defined contribution scheme
779,905
419,781

25,435,724
13,399,076


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Sales and marketing
21
11



Professional services
37
14



Research and development
74
30



Administration
22
14

154
69

The highest paid director received remuneration of £467,671 (2022: £547,886).

Page 23

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Income from investments

2023
2022
£
£





Dividends received from subsidiary undertakings
17,315,383
37,561,364



10.


Impairment of investments

2023
2022
£
£


Amounts written off
6,079,789
-



11.


Interest receivable and similar income

2023
2022
£
£


Other interest receivable
-
109


12.


Interest payable and similar expenses

2023
2022
£
£


Interest payable
11,333
11,880

Page 24

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
3,999,186
2,354,814

Adjustments in respect of previous periods
23,863
(1,157,792)


4,023,049
1,197,022


Total current tax
4,023,049
1,197,022

Deferred tax


Origination and reversal of timing differences
(173,028)
143,334

Total deferred tax
(173,028)
143,334


Tax on profit
3,850,021
1,340,356

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Profit on ordinary activities before tax
26,607,238
50,658,717


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
6,252,701
9,625,156

Effects of:


Expenses not deductible for tax purposes
52,933
(26,507)

Adjustments to tax charge in respect of prior periods - current tax
23,863
(1,157,201)

Adjustments to tax charge in respect of prior periods - deffered tax
(54,120)
(591)

Non-taxable income
(2,640,365)
(7,136,659)

RDEC
266,233
-

Deferred tax
(51,224)
36,158

Total tax charge for the year
3,850,021
1,340,356

Page 25

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Tangible fixed assets





Long-term leasehold property
Plant and machinery
Total

£
£
£



Cost


At 1 January 2023
403,835
641,795
1,045,630


Additions
-
144,243
144,243


Transfers intra group
-
785,468
785,468


Disposals
-
(278,228)
(278,228)



At 31 December 2023

403,835
1,293,278
1,697,113



Depreciation


At 1 January 2023
36,121
381,575
417,696


Charge for the year on owned assets
111,419
224,534
335,953


Transfers intra group
-
458,150
458,150


Disposals
-
(278,228)
(278,228)



At 31 December 2023

147,540
786,031
933,571



Net book value



At 31 December 2023
256,295
507,247
763,542



At 31 December 2022
367,714
260,220
627,934

Page 26

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

15.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
37,578,508


Additions
1,916,822



At 31 December 2023

39,495,330



Impairment


Charge for the period
6,079,789



At 31 December 2023

6,079,789



Net book value



At 31 December 2023
33,415,541



At 31 December 2022
37,578,508

Page 27

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

Adenza Germany GmbH
Eurotheum Frankfurt Neue Mainzer Straße 66-68 11th Floor 60311 Frankfurt Germany
Ordinary
100%
Adenza Technology de Mexico, S. de R.L. de C.V.*
Eugenia 13, #601, Nápoles, Benito Juárez, 03810 Ciudad de México, CDMX, Mexico
Ordinary
3%
Adenza Brasil Ltda ** ***
Rua Prof. Atílio Innocenti, 165, Vila Nova Conceição São Paulo, SP 04538-000, Brazil
Ordinary
100%
AxiomSL Holdings B.V.
Gustav Mahlerplein 109-115, 25th floor, 1082 MS Amsterdam, The Netherlands
Ordinary
100%
Adenza Ireland Limited * ***
Suite 6, Rineanna House, Shannon Free Zone Co. Clare, Shannon, Clare, Ireland
Ordinary
100%
Adenza Colombia S.A.S.* ***
Calle 6B sur 37, 45 Apto 1303, Medellin, Antiquia, Colombia
Ordinary
100%
TOV AxiomSL *
Yaroslava Mudroho Street 30/32, Office 1, Kharkiv 61024, Ukraine
Ordinary
100%
Adenza Portugal S.A.
R Latino Coelho, 87, 1050-134, Lisbon
Ordinary
100%
Adenza Technology (DIFC) Ltd.
Unit 1607, Level 16, Index Twer, Dubai International Financial Centre, UAE
Ordinary
100%
Adenza Singapore Pte. Ltd ***
18 Robinson Road #14-01 Singapore 048547
Ordinary
100%
Adenza Australia Pty Ltd * ***
Masselos Grahame Masselos Pty. Limited Level 17 44 Market Street Sydney NSW 2000
Ordinary
100%
Adenza Netherlands B.V. ***
Gustav Mahlerplein - 109-115, 25th floor, 1082 MS Amsterdam, The Netherlands
Ordinary
100%
Adenza Japan KK
34th Floor, Marunouchi Building ,2-4-1 Marunouchi, Chiyoda-ku, Tokyo 100-6334, Japan
Ordinary
100%
Page 28

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Subsidiary undertakings (continued)


Name

Registered office

Class of shares

Holding

Adenza Hong Kong Ltd.
Baker & McKenzie 14th Floor, One Taikoo Place 979 King’s Road Quarry Bay Hong Kong
Ordinary
100%
Adenza Korea LLC
5F/6F 51, Yeoksam-ro 17-gil, Gangnam-gu, Seoul, Korea
Ordinary
100%
Adenza Spain S.L.
Calle Gran Via 6 28013 Madrid, Spain
Ordinary
100%
Adenza Poland SOO Spolka Z Ograniczona Odpowiedzial Noscia
ul. Antoniego Slonimskiego 1/1A, 50- 304 Wroclaw Województwo dolnoslaskie, Poland
Ordinary
100%
Adenza Canada, Inc. ***
333 Bay Street, 2400, Toronto, Ontario, Canada MSH 2T6
Ordinary
100%
Adenza Georgia LLC
Ilia Chavchavadze Avenue No. 29 Vakedistrict, Tbilisi, Georgia
Ordinary
100%
Adenza France SARL
Le Centorial, 16-18 Rue du Quatre Septembre, 75002 Paris, France
Ordinary
100%
Adenza Israel, Ltd.
2 Derech Agudat Sport, HaPo ' el, Jerusalem, 9695102, Israel
Ordinary
100%
Calypso Software (Beijing) Co Ltd
Suite 1127-02, Beijing Kerry Centre, North Tower, 1 Guang Hua Road, Chaoyang District, Beijing
Ordinary
100%
Xicheng Branch *
Room 1101, F2-A 11th floor No. 6 Wudinghou Street, Xicheng district, 12038
Ordinary
100%

* Indirect shareholdings
** Adenza Germany, GmbH owns 1 share of the 649,800 issued and outstanding shares of Adenza Brasil Ltda. The remaining shares are owned by Adenza Ltd.
The principal activity of the above subsidiaries is that of providing sale and marketing support services to fellow group companies. 
*** The principal activity of these subsidiaries also include contracts with direct customers for services and corresponding revenue.
The company owns 3% of the shares in Adenza Technology de Mexico, S. de R.L. de C.V via its holding in Adenza Germany GmbH. The remaining shares are owned by Adenza Inc.

Page 29

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
12,195,700
23,041,008

Other debtors
63,338
127,562

Prepayments and accrued income
357,439
552,976

12,616,477
23,721,546


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.


17.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
2,005,167
1,890,205



18.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
145,047
232,676

Amounts owed to group undertakings
2,025,133
-

Corporation tax
1,092,007
592,569

Other taxation and social security
1,278,420
439,455

Accruals
5,098,484
3,181,560

9,639,091
4,446,260


Amounts owed to group undertakings are unsecured, interest free and repayable on demand.


19.


Creditors: amounts falling due after more than one year

2023
2022
£
£

Accruals
224,659
152,769


20.


Deferred taxation

Page 30

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
20.Deferred taxation (continued)




2023


£






At beginning of year
(130,189)


Charged to profit or loss
173,028


Transfers intra group
(64,415)



At end of year
(21,576)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Accelerated capital allowances
(21,576)
(130,189)

(21,576)
(130,189)

The net deferred tax liability expected to reverse in 2024 is £21,576 (2023: £130,189).


21.


Provisions




Dilapidations

£





At 1 January 2023
147,551


Charged to profit or loss
11,333



At 31 December 2023
158,884

Dilapidation
A provision has been recognised in respect of costs expected to be incurred in returning the leased property back to its original condition. It is expected that these costs will be incurred at the termination of the lease.


22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



300 (2022 - 200) Ordinary shares of £1.00 each
300
200


Page 31

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

22.Share capital (continued)

On 31 March 2023 the company issued 100 ordinary shares of £1 each for £16,382.56 per share, as part of a wider group restructuring exercise. 
There is a single class of ordinary shares. There are no restrictions on the distribuition of dividends and the repayment of capital. 


23.


Reserves

Share premium account

The share premium reserve includes any premiums received on issue of share capital.

Profit and loss account

The profit and loss reserve includes all current and prior period retained profits and losses.
24.


Analysis of net debt




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

1,890,205

114,962

2,005,167


1,890,205
114,962
2,005,167


25.


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 1 year
307,500
169,336

Later than 1 year and not later than 5 years
727,610
1,035,390

1,035,110
1,204,726


26.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.
The parent company has provided a guarantee in respect of an operating lease entered into by the company.

Page 32

 

ADENZA LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

27.


Ultimate parent undertaking and controlling party

The immediate parent undertaking is Adenza, Inc. The ultimate parent company was Adenza Parent LP, a company incorporated in the United States of America until 1 November 2023 when Nasdaq, Inc., a Delaware corporation (“Nasdaq”), completed the acquisition of Adenza Group.
The parent undertaking of the smallest group of undertakings for which group financial statements are drawn up and of which the company is a member is Nasdaq, Inc, whose registered office is at , 151 W. 42nd Street, New York City, NY, 10036, United States. 
In the opinion of the directors there is no ultimate controlling party.

 
Page 33