Caseware UK (AP4) 2023.0.135 2023.0.135 2023-07-192023-07-19falseThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.2023-01-01falseNo description of principal activity33falsetrue 07168647 2023-01-01 2023-07-19 07168647 2022-01-01 2022-12-31 07168647 2023-07-19 07168647 2022-12-31 07168647 1 2023-01-01 2023-07-19 07168647 d:Director1 2023-01-01 2023-07-19 07168647 c:CurrentFinancialInstruments 2023-07-19 07168647 c:CurrentFinancialInstruments 2022-12-31 07168647 c:Non-currentFinancialInstruments 2023-07-19 07168647 c:Non-currentFinancialInstruments 2022-12-31 07168647 c:CurrentFinancialInstruments c:WithinOneYear 2023-07-19 07168647 c:CurrentFinancialInstruments c:WithinOneYear 2022-12-31 07168647 c:Non-currentFinancialInstruments c:AfterOneYear 2023-07-19 07168647 c:Non-currentFinancialInstruments c:AfterOneYear 2022-12-31 07168647 c:ShareCapital 2023-07-19 07168647 c:ShareCapital 2022-12-31 07168647 c:CapitalRedemptionReserve 2023-07-19 07168647 c:CapitalRedemptionReserve 2022-12-31 07168647 c:RetainedEarningsAccumulatedLosses 2023-07-19 07168647 c:RetainedEarningsAccumulatedLosses 2022-12-31 07168647 d:FRS102 2023-01-01 2023-07-19 07168647 d:AuditExempt-NoAccountantsReport 2023-01-01 2023-07-19 07168647 d:FullAccounts 2023-01-01 2023-07-19 07168647 d:PrivateLimitedCompanyLtd 2023-01-01 2023-07-19 07168647 6 2023-01-01 2023-07-19 07168647 e:PoundSterling 2023-01-01 2023-07-19 iso4217:GBP xbrli:pure

Registered number: 07168647










ZAFIRE GROUP LIMITED








UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE PERIOD ENDED 19 JULY 2023

 
ZAFIRE GROUP LIMITED
REGISTERED NUMBER: 07168647

BALANCE SHEET
AS AT 19 JULY 2023

19 July
31 December
2023
2022
Note
£
£

Fixed assets
  

Investments
 4 
2,023
202,923

  
2,023
202,923

Current assets
  

Debtors: amounts falling due within one year
 5 
3,646,022
3,757,045

Cash at bank and in hand
 6 
12,733
9,047

  
3,658,755
3,766,092

Creditors: amounts falling due within one year
 7 
(2,807,373)
(2,488,820)

Net current assets
  
 
 
851,382
 
 
1,277,272

Total assets less current liabilities
  
853,405
1,480,195

Creditors: amounts falling due after more than one year
 8 
(23,191)
(28,747)

  

Net assets
  
830,214
1,451,448


Capital and reserves
  

Called up share capital 
  
12,500
12,500

Capital redemption reserve
  
212,500
212,500

Profit and loss account
  
605,214
1,226,448

  
830,214
1,451,448


Page 1

 
ZAFIRE GROUP LIMITED
REGISTERED NUMBER: 07168647

BALANCE SHEET (CONTINUED)
AS AT 19 JULY 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the period in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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

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

The Company has opted not to file the profit and loss account in accordance with provisions applicable to companies subject to the small companies' regime.

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




M Bourassa
Director

Date: 30 September 2024

The notes on pages 3 to 8 form part of these financial statements.

Page 2

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

1.


General information

Zafire Group Limited is a private company limited by shares, registered in England and Wales. Company number is 07168647. The address of the registered office is Zafire House, 5 Manor Park, Banbury, Oxfordshire, OX16 3TB.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The company has shortened its year end from 31 December 2023 to 19 July 2023, being the day before acquisition by Valsoft UK Holdings Limited. The figures are therefore not entirely comparable.

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

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

 
2.3

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.

 
2.4

Borrowing costs

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

 
2.5

Taxation

Tax is recognised in profit or loss 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.

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.

 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Profit and loss account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

Page 3

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

2.Accounting policies (continued)

 
2.7

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.

 
2.8

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.

 
2.9

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.

 
2.10

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

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

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual
Page 4

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

2.Accounting policies (continued)


2.10
Financial instruments (continued)

arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

 
2.11

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.


3.


Employees

The average monthly number of employees, including directors, during the period was 4 (2022 - 3).

Page 5

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

4.


Fixed asset investments








Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
202,923



At 19 July 2023

202,923



Impairment


Charge for the period
200,900



At 19 July 2023

200,900



Net book value



At 19 July 2023
2,023



At 31 December 2022
202,923

Page 6

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

5.


Debtors

19 July
31 December
2023
2022
£
£


Amounts owed by group undertakings
1,468,852
1,851,698

Other debtors
2,177,170
1,905,347

3,646,022
3,757,045



6.


Cash and cash equivalents

19 July
31 December
2023
2022
£
£

Cash at bank and in hand
12,733
9,047

12,733
9,047



7.


Creditors: Amounts falling due within one year

19 July
31 December
2023
2022
£
£

Bank loans
9,765
9,671

Trade creditors
-
71,432

Amounts owed to group undertakings
2,775,510
2,211,318

Corporation tax
10,626
194,206

Other creditors
2,500
-

Accruals and deferred income
8,972
2,193

2,807,373
2,488,820


Page 7

 
ZAFIRE GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 19 JULY 2023

8.


Creditors: Amounts falling due after more than one year

19 July
31 December
2023
2022
£
£

Bank loans
23,191
28,747

23,191
28,747



9.


Pension commitments

The Company operates a defined contributions pension scheme. The pension cost charge represents contributions payable by the Company to the fund and amounted to £135,000 (31 December 2022: £190,000). Contributions totalling £2,500 (31 December 2022: £nil) were due at the reporting date.


10.


Related party transactions

Included in other debtors is £1,613,448 (31 December 2022: £1,499,903) owed by directors that served during the period to the company. This split was £1,519,673 (31 December 2022: £1,361,756) owed by C Beling, £88,802 (31 December 2022: £138,147) owed by R Wesson and £4,973 (31 December 2022: £nil) owed by I Morris.
The company has taken advantage of the exemption under FRS 102 not to disclose related party
transactions with wholly owned group companies.


11.


Post balance sheet events

On 20 July 2023 the entire issued share capital was acquired by Valsoft UK Holdings Limited.

Page 8