Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-31truetruetrue2023-01-01false22truefalse 01154766 2023-01-01 2023-12-31 01154766 2022-01-01 2022-12-31 01154766 2023-12-31 01154766 2022-12-31 01154766 2022-01-01 01154766 1 2023-01-01 2023-12-31 01154766 d:Director1 2023-01-01 2023-12-31 01154766 d:Director1 2023-12-31 01154766 d:Director4 2023-01-01 2023-12-31 01154766 d:Director4 2023-12-31 01154766 d:Director5 2023-01-01 2023-12-31 01154766 d:Director5 2023-12-31 01154766 d:RegisteredOffice 2023-01-01 2023-12-31 01154766 c:CurrentFinancialInstruments 2023-12-31 01154766 c:CurrentFinancialInstruments 2022-12-31 01154766 c:CurrentFinancialInstruments c:WithinOneYear 2023-12-31 01154766 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-31 01154766 c:ShareCapital 2023-01-01 2023-12-31 01154766 c:ShareCapital 2023-12-31 01154766 c:ShareCapital 2022-01-01 2022-12-31 01154766 c:ShareCapital 2022-12-31 01154766 c:ShareCapital 2022-01-01 01154766 c:SharePremium 2023-01-01 2023-12-31 01154766 c:SharePremium 2023-12-31 01154766 c:SharePremium 2022-01-01 2022-12-31 01154766 c:SharePremium 2022-12-31 01154766 c:SharePremium 2022-01-01 01154766 c:OtherMiscellaneousReserve 2023-01-01 2023-12-31 01154766 c:OtherMiscellaneousReserve 2023-12-31 01154766 c:OtherMiscellaneousReserve 2022-01-01 2022-12-31 01154766 c:OtherMiscellaneousReserve 2022-12-31 01154766 c:OtherMiscellaneousReserve 2022-01-01 01154766 c:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 01154766 c:RetainedEarningsAccumulatedLosses 2023-12-31 01154766 c:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 01154766 c:RetainedEarningsAccumulatedLosses 2022-12-31 01154766 c:RetainedEarningsAccumulatedLosses 2022-01-01 01154766 d:OrdinaryShareClass1 2023-01-01 2023-12-31 01154766 d:OrdinaryShareClass1 2023-12-31 01154766 d:OrdinaryShareClass1 2022-12-31 01154766 d:FRS102 2023-01-01 2023-12-31 01154766 d:Audited 2023-01-01 2023-12-31 01154766 d:FullAccounts 2023-01-01 2023-12-31 01154766 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 01154766










OLIVETTI UK LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
OLIVETTI UK LIMITED
 
 
COMPANY INFORMATION


DIRECTORS
N F M Cipriano (resigned 24 June 2024)
C Vigano (resigned 31 January 2023)
L Esposito (appointed 23 March 2023)




REGISTERED NUMBER
01154766



REGISTERED OFFICE
Century House
1 The Lakes

Northampton

NN4 7HD




INDEPENDENT AUDITORS
Phipps Henson McAllister
Chartered Accountants and Statutory Auditors

22/24 Harborough Road

Kingsthorpe

Northampton

NN2 7AZ




ACCOUNTANTS
MHA
Century House

1 The Lakes

Northampton

NN4 7HD





 
OLIVETTI UK LIMITED
 

CONTENTS



Pages
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Directors' Responsibilities Statement
 
5
Independent Auditors' Report
 
6 - 10
Statement of Comprehensive Income/Expense
 
11
Balance Sheet
 
12
Statement of Changes in Equity
 
13
Notes to the Financial Statements
 
14 - 25


 
OLIVETTI UK LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The Directors present their Strategic Report on the Company for the year ended 31 December 2023.

BUSINESS REVIEW
 
The loss for the financial year, amounted to £461 thousand (2022 - £273 thousand).
Following a decision by the parent company to trade in the UK and Ireland under a different business model the company ceased active trading with effect from 31 December 2014. During 2023 the company's principal activities continued to be the sponsor of the defined benefit pension scheme. The director is satisfied that the company remains a going concern having received a letter of support from the company's ultimate parent undertaking, TIM SpA, which ensures that sufficient resources are available for the foreseeable future, enabling the company to meet its liabilities, as and when they fall due. 
Results for the company in 2023 were worse than 2022 due to higher costs in relation to the defined benefit pension scheme. The scheme entered into an insurance buy-in during 2018, such that at 31 December 2023 the scheme assets consists primarily of insurance annunities.
The company made additional contributions of £nil (2022 - £nil) to the defined benefit pension fund during the year. The fund returned an actuarial gain of £2 thousand (2022 - £29 thousand) under FRS 102 prescribed actuarial methods and assumptions. 
Net current liabilities has increased to £1,798 thousand (2022 - £1,338 thousand) and total equity has increased the deficit to £1,813 thousand (2022 - £1,354 thousand). The Company is the UK subsidiary of the Italian Olivetti group, which, in turn, is a subsidiary of the Telecom ltalia Group and has the full financial support of the parent company. The underlying trading performance during 2023 has been in line with expectations and the directors consider the result to be satisfactory.

PRINCIPAL RISKS AND UNCERTAINTIES
 
The Director is confident that the business can continue to meet its liabilities as they fall due including any necessary funding of the defined benefit pension scheme having received a letter of support from the company's ultimate parent undertaking which ensures that sufficient resources are available for the foreseeable future.

FINANCIAL RISK MANAGEMENT
 
Liquidity risk
Due to the substantial nature and support of the group, the director considers any risk associated with liquidity to be low.
Credit risk
All debts have been evaluated in detail and provision has been made for anything considered doubtful. Debt levels are in line with credit limits which have been authorised based on various factors such as payment history, review of business plans, credit references and financial results.

Page 1

 
OLIVETTI UK LIMITED
 

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

FUTURE DEVELOPMENTS
 
The company ceased the sale of office equipment within UK and Ireland with effect from 31 December 2014.  The company will continue as sponsor of the defined benefit pension scheme. 


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







L Esposito
Director

Date: 17 September 2024

Page 2

 
OLIVETTI UK 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.

PRINCIPAL ACTIVITIES

The Company's principal activities during the year was that of a sponsor of the defined benefit pension scheme.

RESULTS AND DIVIDENDS

The loss for the year, after taxation, amounted to £461 thousand (2022 - loss £273 thousand).

The director recommends that dividends of £nil (2022- £nil) were paid during the year.

DIRECTORS

The directors who served during the year and up to the date of approval of the financial statements were:

N F M Cipriano (resigned 24 June 2024)
C Vigano (resigned 31 January 2023)
L Esposito (appointed 23 March 2023)

ENVIRONMENTAL MATTERS

The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations.

MATTERS COVERED IN THE STRATEGIC REPORT

The Strategic Report includes the business review, risks and uncertainties, financial risk management and future developments.

GOING CONCERN

The directors believe that preparing the financial statements on the going concern basis is appropriate due to the continued financial support of the ultimate parent company Telecom-Italia SpA. The directors have received confirmation that Telecom-Italia SpA intend to support the company for a period of 12 months from the approval of these financial statements.
The directors have made detailed enquiries and reviewed the latest financial results released in September 2023. After making these detailed enquiries, the directors are confident that Telcom-Italia SpA. has sufficient resources to enable it to provide financial support.

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.

Page 3

 
OLIVETTI UK LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

POST BALANCE SHEET EVENTS

The buy-out is still pending due to a claim promoted by a retired former employee, but in view of the wind up a resolution of Olivetti UK has been taken to modify the rules of the pension scheme and update the powers of the Trustee.

INDEPENDENT AUDITORS

The auditorsPhipps Henson McAllisterwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





L Esposito
Director

Date: 17 September 2024

Page 4

 
OLIVETTI UK 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 judgements 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 and;
 
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

 
OLIVETTI UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLIVETTI UK LIMITED
 

OPINION


We have audited the financial statements of Olivetti UK Limited for the year ended 31 December 2023 which comprise the Statement of Comprehensive Income/(Expense), the Balance Sheet, the Statement of Changes in Equity and the related notes 1 to 16, including a summary of significant accounting policies The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


BASIS FOR OPINION


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 12 months from the signing of this report.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.  However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company’s ability to continue as a going concern.


Page 6

 
OLIVETTI UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLIVETTI UK LIMITED (CONTINUED)


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 Report.  
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.


OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
 

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


Page 7

 
OLIVETTI UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLIVETTI UK LIMITED (CONTINUED)


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 8

 
OLIVETTI UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLIVETTI UK LIMITED (CONTINUED)


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 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:
- We obtained an understanding of the legal and regulatory frameworks applicable to the Company
  and the sector in which they operate. We determined that the following laws and regulations were   most significant: the Companies Act 2006, Bribery Act 2010, Money Laundering regulations and UK  corporate taxation laws.
- We obtained an understanding of how the Company is complying with those legal and regulatory
  frameworks by making inquiries to the management. We corroborated our inquiries through our 
 review of board minutes and other papers. 
- We assessed the susceptibility of the Company's financial statements to material misstatement, 
  including how fraud might occur. Audit procedures performed by the engagement team included:
  o identifying and assessing the design effectiveness of controls management has in
                              place to prevent and detect fraud;
  o understanding how those charged with governance considered and addressed the
    potential for override of controls or other inappropriate influence over the financial
    reporting process;
  o challenging assumptions and judgments made by management in its significant
                             accounting estimates;
  o identifying and testing journal entries, in particular any journal entries posted with
                             unusual account combinations; and
  o assessing the extent of compliance with the relevant laws and regulations.
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from an error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it.
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.
 


Page 9

 
OLIVETTI UK LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OLIVETTI UK LIMITED (CONTINUED)


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.





Stuart Armstrong FCCA (Senior Statutory Auditor)
for and on behalf of
Phipps Henson McAllister
Chartered Accountants and Statutory Auditors
22/24 Harborough Road
Kingsthorpe
Northampton
NN2 7AZ

22 September 2024

Page 10

 
OLIVETTI UK LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME/(EXPENSE)
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£000
£000

  

Administrative expenses
  
(235)
(244)

Operating loss
  
(235)
(244)

Interest payable and similar expenses
 6 
(225)
(28)

Other finance income
 7 
(1)
(1)

Loss before tax
  
(461)
(273)

Loss for the financial year
  
(461)
(273)

Other comprehensive income for the year
  

Actuarial gains on defined benefit pension scheme
  
2
29

Other comprehensive income for the year
  
2
29

  

Total comprehensive income for the year
  
(459)
(244)

The notes on pages 14 to 25 form part of these financial statements.

Page 11

 
OLIVETTI UK LIMITED
REGISTERED NUMBER: 01154766

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£000
£000

  

Current assets
  

Debtors
 8 
325
325

Cash at bank and in hand
 9 
68
175

  
393
500

Creditors: amounts falling due within one year
 10 
(2,191)
(1,838)

Net current liabilities
  
 
 
(1,798)
 
 
(1,338)

Total assets less current liabilities
  
(1,798)
(1,338)

  

Pension liability
 11 
(15)
(16)

Net liabilities
  
(1,813)
(1,354)


Capital and reserves
  

Called up share capital 
 12 
6,296
6,296

Share premium account
 13 
3,075
3,075

Other reserves
 13 
27,932
27,932

Profit and loss account
 13 
(39,116)
(38,657)

  
(1,813)
(1,354)


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




L Esposito
Director

Date: 17 September 2024

The notes on pages 14 to 25 form part of these financial statements.

Page 12

 
OLIVETTI UK LIMITED
 

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


Called up share capital
Share premium account
Capital contribution reserve
Profit and loss account
Total equity/(debt)

£000
£000
£000
£000
£000


At 1 January 2022
6,296
3,075
27,932
(38,413)
(1,110)


COMPREHENSIVE EXPENSE FOR THE YEAR

Loss for the financial year
-
-
-
(273)
(273)

Actuarial gains on pension scheme
-
-
-
29
29
TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR
-
-
-
(244)
(244)



At 1 January 2023
6,296
3,075
27,932
(38,657)
(1,354)


COMPREHENSIVE EXPENSE FOR THE YEAR

Loss for the financial year
-
-
-
(461)
(461)

Actuarial gains on pension scheme
-
-
-
2
2
TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR
-
-
-
(459)
(459)


At 31 December 2023
6,296
3,075
27,932
(39,116)
(1,813)


The notes on pages 14 to 25 form part of these financial statements.

Page 13

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


GENERAL INFORMATION

Olivetti UK Limited is a private company limited by shares, domiciled and registered in the United Kingdom, registered number 01154766. 
The registered office is 1 Century House, The Lakes, Northampton, NN4 7HD.

2.ACCOUNTING POLICIES

  
2.1

Company Information

Olivetti UK Limited is a private company incorporated in the United Kingdom.

  
2.2

BASIS OF PREPARATION OF FINANCIAL STATEMENTS

The financial statements have been prepared under the historical cost convention 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 judgement in applying the Company's accounting policies (see note 3).
The accounting policies have been applied consistently from one financial year to the next, other than where new policies have been adopted.
The financial statements are presented in sterling and all values are rounded to the nearest thousand (£000), except when otherwise indicated. 

 
2.3

FINANCIAL REPORTING STANDARD 102 - REDUCED DISCLOSURE EXEMPTIONS

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Telecom-Italia SpA as at 31 December 2023 and these financial statements may be obtained from The Secretary, Telecom-Italia SpA., Corso d’Italia 41, 00198 Rome, Italy or may be downloaded from www.telecomitalia.com.

 
2.4

GOING CONCERN

The directors believe that preparing the financial statements on the going concern basis is appropriate due to the continued financial support of the ultimate parent company Telecom-Italia SpA. The directors have received confirmation that Telecom-Italia SpA intend to support the company for a period of 12 months from the approval of these financial statements.
The directors have made detailed enquiries and reviewed the latest financial results released in September 2024. After making these detailed enquiries, the directors are confident that Telcom-Italia SpA. has sufficient resources to enable it to provide financial support.

Page 14

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

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.

 
2.6

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.

 
2.7

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 from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Investments in non-derivative instruments that are equity to the issuer are measured:
at fair value with changes recognised in the Statement of Comprehensive Income if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.

Financial assets that are 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 Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a 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.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.
 

Page 15

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)


2.7
FINANCIAL INSTRUMENTS (continued)

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.

 
2.8

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.

 
2.9

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.

Page 16

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.10

PENSIONS

Defined benefit pension plan
The Company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.
The liability recognised in the Balance Sheet in respect of the defined benefit plan is the fair value of the plan assets at the end of the balance sheet date less the present value of the defined benefit plan obligations at the balance sheet date (if any) out of which the obligations are to be settled.
The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').
The fair value of plan assets is measured in accordance with the FRS 102 fair value hierarchy and in accordance with the Company's policy for similarly held assets. This includes the use of appropriate valuation techniques.
Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.
The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:
a) the increase in net pension benefit liability arising from employee service during the period; and
b) the cost of plan introductions, benefit changes, curtailments and settlements.
The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

 
2.11

BORROWING COSTS

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 17

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.ACCOUNTING POLICIES (CONTINUED)

 
2.12

PROVISIONS FOR LIABILITIES

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.


3.



JUDGEMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where theses judgements and estimates have been made include:
The key assumptions adopted by the directors are disclosed in Note 11 Pension liability. These assumptions are based on consideration of market conditions.
The carrying amount of the defined benefit liability at the balance sheet date was £15 thousand (2022 - £16 thousand).


4.


AUDITOR'S REMUNERATION

2023
2022
£000
£000


Fees payable to the Company's auditor and its associates for the audit of the Company's annual accounts
14
14





The Company has taken advantage of the exemption not to disclose amounts paid for non audit services as these are disclosed in the group accounts of the parent Company.

Page 18

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


EMPLOYEES




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


        2023
        2022
            No.
            No.







Administration
2
2


6.


INTEREST PAYABLE AND SIMILAR EXPENSES

2023
2022
£000
£000


Other loan interest payable
225
28


7.


OTHER FINANCE (COSTS)/INCOME

2023
2022
£000
£000

Interest income on pension scheme assets
236
142

Net interest on net defined benefit liability
(237)
(143)

(1)
(1)


Page 19

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


DEBTORS


2023
2022
£000
£000



Other debtors
325
325


Other debtors includes £325,000 (2022: £325,000) funds held under escrow for the purposes of future pension scheme funding requirements.  Access to these funds for any other purposes requires the approval of the pension scheme trustees.


9.


CASH AT BANK AND IN HAND

2023
2022
£000
£000

Cash at bank and in hand
68
175



10.


CREDITORS: Amounts falling due within one year

2023
2022
£000
£000

Other loans
2,100
1,750

Trade creditors
16
10

Accruals and deferred income
75
78

2,191
1,838


Page 20

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


PENSION COMMITMENTS

The Company operates a Defined Benefit Pension Scheme.

The pension scheme assets are held in a separate Trustee-administered fund to meet long-term pension
liabilities to past and present employees. The Trustees of the scheme are required to act in the best
interest of the scheme's beneficiaries. The appointment of members of the Trustee board is determined
by the trust documentation.
The liabilities of the defined benefit scheme are measured by discounting the best estimate of future cash
flows to be paid out of the scheme using the projected unit credit method. This amount is reflected in the
asset in the balance sheet. The projected unit credit method is an accrued benefits valuation method in
which the scheme's liabilities make allowance for the projected earnings.
The liabilities set out in this note have been calculated based on the most recent full actuarial valuation
updated to 31 December 2023. The results of the calculations and the assumptions adopted are shown
below.
As at 31 December 2023, contributions are payable to the scheme by the Company at the rates set out in
the Schedule of Contributions signed by the Trustees and Company on 31 March 2015.

2023
2022
£000
£000


Present value of plan liabilities
(15)
(16)

Net pension scheme liability
(15)
(16)


The amounts recognised in profit or loss are as follows:

2023
2022
£000
£000


Interest on obligation
(237)
(143)

Interest income on plan assets
236
142

Total
(1)
(1)


Reconciliation of fair value of plan liabilities were as follows:

2023
2022
£000
£000


Opening defined benefit obligation
5,064
7,699

Interest cost
237
143

Actuarial gains and (losses)
228
(2,414)

Benefits paid
(257)
(364)

Closing defined benefit obligation
5,272
5,064

Page 21

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.PENSION COMMITMENTS (CONTINUED)


Reconciliation of fair value of plan assets were as follows:

2023
2022
£000
£000


Opening fair value of scheme assets
5,048
7,655

Interest income on plan assets
236
142

Actuarial losses
230
(2,385)

Benefits paid
(257)
(364)

5,257
5,048





Principal actuarial assumptions at the Balance Sheet date (expressed as weighted averages):

2023
2022
%
%
Discount rate


4.4

4.8
 
Future salary increases


3.2

3.2
 
Future pension increases


2.7

2.7
 
Proportion of employees opting for early retirement


2.7

2.7
 
Mortality rates



 
- for a male aged 65 now


21.3

21.8
 
- at 65 for a male aged 45 now


23.7

24.2
 
- for a female aged 65 now


22.2

22.8
 
- at 65 for a female member aged 45 now


24.8

25.3
 

At 31 December 2023 the post retirement mortality rate assumption was S3PxA (YoB) (2021 - S2PxA) tables adjusted for CMI 2022 (2022 - CMI 2021) with a 1.0% p.a. long term trend rate.


Page 22

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.PENSION COMMITMENTS (CONTINUED)


Amounts for the current and previous four periods are as follows:


Defined benefit pension schemes

2023
2022
2021
2020
2019
£000
£000
£000
£000
£000
Defined benefit obligation

(5,272)

(5,064)

(7,699)
 
(8,344)
 
(8,208)

Unrecognised past service cost

5,257

5,048

7,655
 
8,290
 
8,154

SURPLUS
(15)

(16)

(44)
 
(54)
 
(54)









Major categories of plan assets as a percentage of total assets:
 



2023
£000

  %  
2022
£000

%  


Cash
32
0.6
30
0.6


Annuities
5,225
99.4
5,018
99.4



5,257
100
5,048
100

During 2018 the scheme entered into an insurance buy in arrangement related to the future pension obligations with the schemes previous investments being transferred to the third party insurer in part payment of the premium.


Actual loss for the year
                               2023
                               £000
                               2022
                               £000









Net interest cost/(income)
                            (1)
                            (1)


                            
                            

Total pension cost/(income)
                            (1)
                            (1)

Page 23

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


CALLED UP SHARE CAPITAL

2023
2022
£000
£000
Authorised



6,500,000 (2022 - 6,500,000) Ordinary shares of £1.00 each
6,500
6,500

Allotted, called up and fully paid



6,295,712 (2022 - 6,295,712) Ordinary shares of £1.00 each
6,296
6,296

The holders of Ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All ordinary shares rank pari passu with regard to the Company's residual assets.



13.


RESERVES

Share premium account

Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.
Capital contribution reserve
Includes capital contributions to cover losses previously recognised and due to the waiver of the intercompany creditor.

Profit and loss account

Includes all current and prior year retained profits and losses.


14.


RELATED PARTY TRANSACTIONS

As the company is a wholly owned subsidiary of a company whose consolidated financial statements are publicly available, it is not required to disclose transactions with other group undertakings that would otherwise be required under Financial Reporting Standard 102 Section 33.


15.


POST BALANCE SHEET EVENTS

The buy-out is still pending due to a claim promoted by a retired former employee, but in view of the wind up a resolution of Olivetti UK has been taken to modify the rules of the pension scheme and update the powers of the Trustee.

Page 24

 
OLIVETTI UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


ULTIMATE PARENT UNDERTAKING

The directors regard Olivetti SpA. (a company incorporated in Italy) as the immediate parent undertaking, by virtue of their 100% equity interest in the share capital of the company.
The directors regard Telecom-Italia SpA. (a company incorporated in Italy) as the ultimate parent undertaking and controlling party, by virtue of their 100% equity interest in the share capital of Olivetti SpA. (a company incorporated in Italy).
The largest group into which the results of Olivetti UK Limited are consolidated is Telecom-Italia SpA. The consolidated financial statements of that company are available to the public and may be obtained from The Secretary, Telecom-Italia SpA., Corso d’Italia 41, 00198 Rome, Italy or may be downloaded from www.telecomitalia.com
The smallest group that the entity is consolidated into is Olivetti SpA.

 
Page 25