OPUS 2 LEX LIMITED

Company Registration Number:
05957944 (England and Wales)

Unaudited statutory accounts for the year ended 31 March 2024

Period of accounts

Start date: 1 April 2023

End date: 31 March 2024

OPUS 2 LEX LIMITED

Contents of the Financial Statements

for the Period Ended 31 March 2024

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

OPUS 2 LEX LIMITED

Directors' report period ended 31 March 2024

The directors present their report with the financial statements of the company for the period ended 31 March 2024

Principal activities of the company

The principal activity of the company is the provision of legal software, including support.



Directors

The directors shown below have held office during the whole of the period from
1 April 2023 to 31 March 2024

David Connolly
Helen Ford
Oliver Clark


The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
12 September 2024

And signed on behalf of the board by:
Name: Helen Ford
Status: Director

OPUS 2 LEX LIMITED

Profit And Loss Account

for the Period Ended 31 March 2024

2024 2023


£

£
Turnover: 4,745,835 4,324,930
Cost of sales: ( 371,456 ) ( 330,981 )
Gross profit(or loss): 4,374,379 3,993,949
Distribution costs: 0 0
Administrative expenses: ( 2,420,181 ) ( 2,244,317 )
Other operating income: 0 0
Operating profit(or loss): 1,954,198 1,749,632
Interest receivable and similar income: 14 0
Interest payable and similar charges: 0 0
Profit(or loss) before tax: 1,954,212 1,749,632
Tax: ( 64,775 ) 62,868
Profit(or loss) for the financial year: 1,889,437 1,812,500

OPUS 2 LEX LIMITED

Balance sheet

As at 31 March 2024

Notes 2024 2023


£

£
Called up share capital not paid: 0 0
Fixed assets
Intangible assets:   0 0
Tangible assets: 3 280,823 16,187
Investments: 4 64 64
Total fixed assets: 280,887 16,251
Current assets
Stocks:   0 0
Debtors: 5 5,476,525 2,547,737
Cash at bank and in hand: 959,611 2,295,423
Investments:   0 0
Total current assets: 6,436,136 4,843,160
Prepayments and accrued income: 31,821 27,876
Creditors: amounts falling due within one year: 6 ( 1,430,757 ) ( 1,523,412 )
Net current assets (liabilities): 5,037,200 3,347,624
Total assets less current liabilities: 5,318,087 3,363,875
Creditors: amounts falling due after more than one year:   0 0
Provision for liabilities: ( 64,987 ) ( 212 )
Accruals and deferred income: 0 0
Total net assets (liabilities): 5,253,100 3,363,663
Capital and reserves
Called up share capital: 1,000 1,000
Share premium account: 82,492 82,492
Other reserves: 0 0
Profit and loss account: 5,169,608 3,280,171
Total Shareholders' funds: 5,253,100 3,363,663

The notes form part of these financial statements

OPUS 2 LEX LIMITED

Balance sheet statements

For the year ending 31 March 2024 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

This report was approved by the board of directors on 12 September 2024
and signed on behalf of the board by:

Name: Helen Ford
Status: Director

The notes form part of these financial statements

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Turnover policy

    Revenue is measured at the fair value of the consideration received or receivable and represents amounts for the rendering of services in the normal course of business, net of discounts and other sales-related taxes. The company generates revenue from software consultancy services. Revenue from software services is recognised in profit or loss over the period in which the service is performed.

    Tangible fixed assets depreciation policy

    Tangible assets Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Depreciation Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows: Asset class Depreciation method and rate Office & computer equipment 25% straight line Fixtures & fittings 25% straight line Leasehold improvements 20% straight line

    Other accounting policies

    Statement of compliance These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime). Basis of preparation These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value. These financial statements have been presented in Pounds Sterling as this is the company’s functional currency, being the currency of the primary economic environment in which the company operates. Group accounts not prepared The company and the group which it heads qualify as small under the Companies Act 2006. Accordingly the financial statements present information about the company only. Details of the company's subsidiary undertaking are included in note 6. Going concern The financial statements have been prepared on a going concern basis. Based on the historic and projected levels of profitability and cashflow, the directors consider that the company maintains an appropriate level of liquidity, sufficient to meet the demands of the business including any capital and servicing obligations of external debt liabilities. While the company does not have any third-party debt, the group of which it is part (see note 10) has external bank borrowings of £90 million, with an additional £10 million revolving cash facility, which is undrawn. Such borrowings are repayable on the earlier of 6 May 2028 or an earlier change of control. Interest, which is paid monthly, accrues at SONIA plus 5%. It is not anticipated that the loan principal will be repaid in the short to medium term, and even if it were, then such payment would be met by new financing facilities associated with a change of control prior to 6 May 2028. Consequently, the directors have a valid expectation that the liquidity requirements of the group’s debt will be limited to debt servicing costs. Midcap Invest UK 1 Bidco Limited, as the holder of the bank debt, is likely to have to call on the company for liquidity to meet these debt servicing costs. The directors have considered the likely amounts that would be needed to meet such liquidity requirements and have a valid expectation that they can be met from the company’s normal activities. Failing that the directors note that the company has significant cash reserves. The company has been provided with written assurances that neither Midcap Invest UK 1 Bidco Limited nor other group companies will make liquidity calls on the company beyond those required to meet these normal debt servicing requirements unless the company’s net cash flows otherwise permit and this remains in place for a period not less than twelve months from date of signing these financial statements. The directors have a valid expectation that such assurances can and will be abided by. In addition, the company’s assets are assessed for recoverability on a regular basis, and the directors consider that the company is not exposed to losses on these assets which would affect the directors' decision to adopt the going concern basis. Based on the above, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and that there are no material uncertainties that lead to significant doubt upon the company’s ability to continue as a going concern. Thus, the directors have continued to adopt the going concern basis of accounting in preparing these financial statements. Tax The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income. Deferred tax is recognised on all timing differences that have originated but not reversed at the reporting date. Transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future give rise to a deferred tax liability or asset. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expenses in tax assessments in years different from those in which they are recognised in the financial statements. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted as at the reporting date, that are expected to apply to the reversal of the timing difference. The tax expense is recognised in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense. Deferred income tax assets are recognised only to the extent that, on the basis of all available evidence, it is deemed probable that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. Investments Investments in subsidiaries are recognised at cost less accumulated impairment losses. Investments are tested for impairment where an indication of impairment exists at the reporting date. Leases Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. Dividends The company recognises a liability to pay a dividend when the distribution is authorised and the distribution is no longer at the discretion of the company. Defined contribution pension obligation A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment. Financial instruments Financial assets and liabilities are recognised when the company becomes party to the contractual provisions of the financial instrument. The company holds only basic financial instruments, which comprise cash and cash equivalents, trade and other debtors and trade and other creditors. Cash and cash equivalents including cash in hand, deposits held with banks, other short-term highly liquid investments with original maturities of three months or less. Trade and other debtors are initially recognised at the transaction price, including any transaction costs, and are subsequently measured at amortised cost using the effective interest method, less any provision for impairment. Amounts that are receivable within one year are measured at the undiscounted amount of the amount expected to be receivable, net of any impairment. At the end of each reporting year, the company assesses whether there is objective evidence that any financial asset amount may be impaired. A provision for impairment is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the financial assets. The amount of the provision is the difference between the asset’s carrying amount and the present value of the estimated future cash flows. The amount of the provision is recognised immediately in profit or loss. Trade and other creditors are initially measured at the transaction price, including any transaction costs, and are subsequently measured at amortised cost using the effective interest method. Amounts that are payable within one year are measured at the undiscounted amount of the amount expected to be payable.

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

  • 2. Employees

    2024 2023
    Average number of employees during the period 24 25

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

3. Tangible assets

Land & buildings Plant & machinery Fixtures & fittings Office equipment Motor vehicles Total
Cost £ £ £ £ £ £
At 1 April 2023 7,365 32,411 96,266 136,042
Additions 325,676 411 16,343 342,430
Disposals
Revaluations
Transfers
At 31 March 2024 333,041 32,822 112,609 478,472
Depreciation
At 1 April 2023 5,530 27,055 87,270 119,855
Charge for year 68,156 2,339 7,299 77,794
On disposals
Other adjustments
At 31 March 2024 73,686 29,394 94,569 197,649
Net book value
At 31 March 2024 259,355 3,428 18,040 280,823
At 31 March 2023 1,835 5,356 8,996 16,187

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

4. Fixed assets investments note

2024 £ 2023 £ Investments in subsidiaries at unimpaired cost 64 64

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

5. Debtors

2024 2023
£ £
Trade debtors 803,909 558,196
Other debtors 4,672,616 1,989,541
Total 5,476,525 2,547,737
Debtors due after more than one year: 0 0

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

6. Creditors: amounts falling due within one year note

2024 2023
£ £
Trade creditors 26,632 27,429
Taxation and social security 232,545 272,595
Accruals and deferred income 1,023,840 966,369
Other creditors 147,740 257,019
Total 1,430,757 1,523,412

OPUS 2 LEX LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2024

7. Financial Commitments

Glas Trust Corporation has security over the company's assets and trade in relation to a £90 million loan held by Midcap Invest UK Bidco Limited, a fellow group undertaking