Company registration number 12761658 (England and Wales)
UPGRAD EDTECH UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
PAGES FOR FILING WITH REGISTRAR
UPGRAD EDTECH UK LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
UPGRAD EDTECH UK LIMITED
BALANCE SHEET
AS AT
31 MARCH 2024
31 March 2024
- 1 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
1,316
4,304
Current assets
Debtors
5
1,836,401
1,639,161
Cash at bank and in hand
21,062
217,730
1,857,463
1,856,891
Creditors: amounts falling due within one year
6
(1,142,848)
(874,485)
Net current assets
714,615
982,406
Total assets less current liabilities
715,931
986,710
Provisions for liabilities
(929)
(929)
Net assets
715,002
985,781
Capital and reserves
Called up share capital
8
1,598,000
1,598,000
Share-based payment reserve
137,825
91,589
Profit and loss reserves
(1,020,823)
(703,808)
Total equity
715,002
985,781
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 28 October 2024 and are signed on its behalf by:
Mayank Kumar
Director
Company registration number 12761658 (England and Wales)
UPGRAD EDTECH UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024
- 2 -
Share capital
Share based payment reserve
Profit and loss reserves
Total
£
£
£
£
As restated for the period ended 31 March 2023:
Balance as at 1 April 2022 (as previously reported)
1,598,000
-
(583,123)
1,014,877
Prior period adjustment ( movement in share based payment reserve)
-
208,134
(208,134)
-
Balance as at 1 April 2022 (restated)
1,598,000
208,134
(791,257)
1,014,877
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
87,449
87,449
Prior period adjustment ( movement in share based payment reserve)
-
(116,545)
-
(116,545)
Balance at 31 March 2023 (restated)
1,598,000
91,589
(703,808)
985,781
Year ended 31 March 2024:
Loss and total comprehensive income
-
-
(317,015)
(317,015)
Movement in share based payment reserve
-
46,236
-
46,236
Balance at 31 March 2024
1,598,000
137,825
(1,020,823)
715,002
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
- 3 -
1
Accounting policies
Company information
Upgrad Edtech UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Gorse Stacks House, George Street, Chester, England, CH1 3EQ.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
straight line basis over 3-5 years
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 4 -
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
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.
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
Share-based payments
The company measures all stock-based compensation awards at fair value as of the grant date. The fair values of stock option containing performance-based vesting conditions are based on the fair value of the company’s stock on the date of grant. The company uses the Black-Scholes option pricing model to measure the fair value of stock option grants. The company also estimates the exercise period based on its planned liquidity events and likelihood of exercise by option holders. For awards subject only to service-based vesting conditions, the company recognizes stock-based compensation expense on a straight-line basis over the awards’ requisite service period. The company accounts for forfeiture reversal based on historical trends of forfeiture and considers the same while estimating the cost for share options granted but not vested.
1.12
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 6 -
2
Judgements 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.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2024
2023
Number
Number
Total
1
3
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 April 2023 and 31 March 2024
6,342
Depreciation and impairment
At 1 April 2023
2,038
Depreciation charged in the year
2,988
At 31 March 2024
5,026
Carrying amount
At 31 March 2024
1,316
At 31 March 2023
4,304
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,629
Amounts owed by group undertakings
1,836,401
1,637,532
1,836,401
1,639,161
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
- 7 -
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
23,834
4,325
Amounts owed to group undertakings
430,189
196,633
Taxation and social security
2,499
39,820
Other creditors
686,326
633,707
1,142,848
874,485
7
Share-based payment transactions
The company has not issued any share options. However employees of the company were part of the share option scheme of its Indian parent company, Upgrad Education Private Limited.
Total expenses of £46,236 related to equity settled share based payment transactions were recognised during the year.
Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 1 April 2023
36,558
60,799
52.32
0.36
Granted
24,558
77.89
Forfeited
-
(48,799)
-
0.44
Outstanding at 31 March 2024
36,558
36,558
52.32
52.32
Exercisable at 31 March 2024
17,090
12,000
23.20
0.01
The options outstanding at 31 March 2024 had an exercise price ranging from £0.01 to £80, and a remaining contractual life of 0.5 to 2.5 years.
8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
175,000
175,000
175,000
175,000
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
8
Called up share capital
(Continued)
- 8 -
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Optionally, convertible and redeemable preference shares of £1 each
1,423,000
1,423,000
1,423,000
1,423,000
Preference shares
1,423,000
1,423,000
Total equity share capital
1,598,000
1,598,000
9
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Harsheel Dodhia
Statutory Auditor:
KLSA LLP
Date of audit report:
28 October 2024
10
Related party transactions
Transactions with related parties
The company has taken advantage of exemption, under the terms of Financial Reporting Stardard 102
"The Financial Reporting Standard applicable in the UK and Republic of Ireland", not to disclose related party transactions with parent company and wholly owned subsidiaries within the group.
11
Parent company
The parent company is Upgrad Education Private Limited, a company registered in India.
12
Prior period adjustment
In the current year, the Company has made a prior period adjustment to account for share-based payments that were not recognized in the financial statements for the years ended 31 March 2021, 31 March 2022 and 31 March 2023. The cumulative adjustment to the share-based payment reserve and retained earnings as at 1 April 2022 was £208,134, and for the year ended 31 March 2023, the adjustment was £116,545.
UPGRAD EDTECH UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024
12
Prior period adjustment
(Continued)
- 9 -
Reconciliation of changes in equity
The prior period adjustments do not give rise to any effect upon equity.
31 March
2023
£
Analysis of the effect upon equity
Share based payment reserve
91,589
Profit and loss reserves
(91,589)
-
Reconciliation of changes in (loss)/profit for the previous financial period
2023
£
Adjustments to prior year
Movement in share based payment reserve
116,545
Loss as previously reported
(29,096)
Profit as adjusted
87,449
2024-03-312023-04-01false28 October 2024CCH SoftwareCCH Accounts Production 2024.200No description of principal activityThis audit opinion is unqualifiedMayank KumarSridhar PappuVenkata Sreerama Murthy KolluruKshipra Suresh JainSharmeen HoneyMyleeta Aga Williamsfalsefalse127616582023-04-012024-03-31127616582024-03-31127616582023-03-3112761658core:OtherPropertyPlantEquipment2024-03-3112761658core:OtherPropertyPlantEquipment2023-03-3112761658core:CurrentFinancialInstrumentscore:WithinOneYear2024-03-3112761658core:CurrentFinancialInstrumentscore:WithinOneYear2023-03-3112761658core:CurrentFinancialInstruments2024-03-3112761658core:CurrentFinancialInstruments2023-03-3112761658core:ShareCapital2024-03-3112761658core:ShareCapital2023-03-3112761658core:OtherReservesSubtotal2024-03-3112761658core:OtherReservesSubtotal2023-03-3112761658core:RetainedEarningsAccumulatedLosses2024-03-3112761658core:RetainedEarningsAccumulatedLosses2023-03-3112761658core:RetainedEarningsAccumulatedLossescore:PriorPeriodIncreaseDecrease2022-03-3112761658core:ShareCapital2022-03-3112761658core:OtherReservesSubtotal2022-03-3112761658core:RetainedEarningsAccumulatedLosses2022-03-3112761658bus:Director12023-04-012024-03-3112761658core:RetainedEarningsAccumulatedLosses2022-04-012023-03-31127616582022-04-012023-03-3112761658core:RetainedEarningsAccumulatedLosses2023-04-012024-03-3112761658core:FurnitureFittings2023-04-012024-03-3112761658core:OtherPropertyPlantEquipment2023-03-3112761658core:OtherPropertyPlantEquipment2023-04-012024-03-31127616582023-03-31127616582022-03-3112761658bus:PrivateLimitedCompanyLtd2023-04-012024-03-3112761658bus:SmallCompaniesRegimeForAccounts2023-04-012024-03-3112761658bus:FRS1022023-04-012024-03-3112761658bus:Audited2023-04-012024-03-3112761658bus:Director22023-04-012024-03-3112761658bus:Director32023-04-012024-03-3112761658bus:Director42023-04-012024-03-3112761658bus:Director52023-04-012024-03-3112761658bus:Director62023-04-012024-03-3112761658bus:FullAccounts2023-04-012024-03-31xbrli:purexbrli:sharesiso4217:GBP