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Registered number: 07887653










UNITEDLEX LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023



 
UNITEDLEX LIMITED
 

COMPANY INFORMATION


Directors
N G Hinton 
E P Kelly (resigned 10 November 2023)
M Odedra 
D Reed 




Registered number
07887653



Registered office
42 New Broad Street, 4th Floor
4th Floor

London

EC2M 1JD




Independent auditors
James Cowper Kreston Audit
Chartered Accountants and Stautory Auditor

2 Communications Road

Greenham Business Park

Greenham

Newbury

Berkshire

RG19 6AB





 
UNITEDLEX LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 7
Consolidated Statement of Comprehensive Income
 
8
Consolidated Balance Sheet
 
9
Company Balance Sheet
 
10
Consolidated Statement of Changes in Equity
 
11
Company Statement of Changes in Equity
 
12
Consolidated Statement of Cash Flows
 
13
Consolidated Analysis of Net Debt
 
14
Notes to the Financial Statements
 
15 - 29


 
UNITEDLEX LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The Directors present the Strageic Report for the year ended 31 December 2023.

Business review
 
The Group's principal activity is the provision of consultancy services to the legal sector via corporate clients and legal firms both within the United Kingdom and across Europe. Turnover for the Group for the current Fiscal year was £10.8m from £30.5m in the prior year. 2023 resulted in a operating loss of £2.1m (2022: operating loss of £1.1m). 
In 2023, one customer decided to take their business in-house due to change in strategy in their operational model. This resulted in significant impact on results.
UnitedLex Corporation, the parent company and its direct/indirect subsidiaries (the Group) are undertaking a group reorganisation to reduce the number of entities within the Group as these are no longer required to serve the clients in those jurisdictions, includes six subsidiaries of UnitedLex Ltd. Main reason for the current year loss is lower revenue from closure of these entities and high costs resulting from severance and other restructuring costs. Results of the closed entities have been disclosed as discontinued operations.
The Group's contract review remains stable despite the restructure. 
The Group operates in a niche market and the board anticipates steady future growth, albeit a smaller organisation. The company offers a different approach through digital transformation that the parent company, UnitedLex Corporation, continues to  invest in. The Group benefits from the parent company's global presence, as well as the ever developing technology. 

Principal risks and uncertainties
 
The Group's success is dependent on the continued investment into technology and pricing by the parent company, UnitedLex Corporation. The Group will continue to focus its efforts on achieving maximum growth in existing market segments, leveraging its technology of digitisation thus serving clients promptly and efficiently.
The Group's risks are managed through policies, procedures and internal controls. Policies are subject to Board approval, reviewed by management and internal audits.

Financial key performance indicators
 
The following financial key performance indicators are monitored:
Revenue: £10.8m (2022 : £30.5m)
Gross profit: £5.0m (2022: £15.3m) (includes exchange rate impact)
Loss after tax: £2.3m (2022: £1.2m)

Discontinued operations
 
After the year end UnitedLex Denmark APS, UnitedLex SWE AB, UnitedLex ITA SRL, UnitedLex Fi Oy, UnitedLex PO and UnitedLex Belgium BVBA were wound up. 

Page 1

 
UNITEDLEX LIMITED
 

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


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



................................................
M Odedra
Director

Date: 25 October 2024

Page 2

 
UNITEDLEX 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.

Directors

The directors who served during the year were:

N G Hinton 
E P Kelly (resigned 10 November 2023)
M Odedra 
D Reed 

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £2,289,409 (2022: £1,213,578).

There were no dividends proposed for the year ended 31 December 2023 (2022: nil).

Future developments

Further details of the Company's future strategy can be found in the Strategic Report.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group'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 and the Group's auditors are aware of that information.

Page 3

 
UNITEDLEX LIMITED
 

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

Auditors

The auditorsJames Cowper Kreston Auditwill 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.
 





................................................
M Odedra
Director

Date: 25 October 2024

Page 4

 
UNITEDLEX LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF UNITEDLEX LIMITED
 

Opinion


We have audited the financial statements of UnitedLex Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's 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 Group 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 Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Other information


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


We have nothing to report in this regard.
Page 5

 
UNITEDLEX LIMITED
 

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




Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Group 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 Group 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Auditors' responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

 
Page 6

 
UNITEDLEX LIMITED
 

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


The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows:·

Enquiry of management and those charged with governance around actual and potential litigation and claims;
Enquiry of management and those charged with governance to identify any material instances of non-compliance with laws and regulations;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Michael Bath BSc FCA DChA (Senior Statutory Auditor)
  
for and on behalf of
James Cowper Kreston Audit
 
Chartered Accountants and Stautory Auditor
  
2 Communications Road
Greenham Business Park
Greenham
Newbury
Berkshire
RG19 6AB

 
Date: 
25 October 2024
Page 7

 
UNITEDLEX LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

Continuing operations
Discontinued operations
Total
Continuing operations
Discontinued operations
Total
2023
2023
2023
2022
2022
2022
Note
£
£
£
£
£
£

  

Turnover
 4 
10,816,440
7,627
10,824,067
30,501,528
491
30,502,019

Cost of sales
  
(5,048,877)
(810,637)
(5,859,514)
(12,387,941)
(2,825,139)
(15,213,080)

Gross profit
  
5,767,563
(803,010)
4,964,553
18,113,587
(2,824,648)
15,288,939

Administrative expenses
  
(5,410,051)
(1,689,909)
(7,099,960)
(15,571,467)
(858,960)
(16,430,427)

Operating loss
 5 
357,512
(2,492,919)
(2,135,407)
2,542,120
(3,683,608)
(1,141,488)

Impairment expense
  
(5,420)
-
(5,420)
-
-
-

Loss before tax
  
352,092
(2,492,919)
(2,140,827)
2,542,120
(3,683,608)
(1,141,488)

Tax on loss
 9 
(125,447)
(23,135)
(148,582)
22,443
(94,533)
(72,090)

Loss for the financial year
  
226,645
(2,516,054)
(2,289,409)
2,564,563
(3,778,141)
(1,213,578)

Profit for the year attributable to:
  

Owners of the parent company
  
226,645
(2,516,054)
(2,289,409)
2,564,563
(3,778,141)
(1,213,578)

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 15 to 29 form part of these financial statements.

Page 8

 
UNITEDLEX LIMITED
REGISTERED NUMBER: 07887653

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 10 
-
6,223

Tangible assets
 11 
115,971
249,069

  
115,971
255,292

Current assets
  

Debtors: amounts falling due within one year
 13 
18,495,659
27,448,633

Cash at bank and in hand
 14 
890,562
604,435

  
19,386,221
28,053,068

Creditors: amounts falling due within one year
 15 
(22,944,749)
(29,461,508)

Net current liabilities
  
 
 
(3,558,528)
 
 
(1,408,440)

Total assets less current liabilities
  
(3,442,557)
(1,153,148)

  

Net liabilities
  
(3,442,557)
(1,153,148)


Capital and reserves
  

Called up share capital 
 16 
100
100

Profit and loss account
  
(3,442,657)
(1,153,248)

  
(3,442,557)
(1,153,148)


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




................................................
M Odedra
Director

Date: 25 October 2024

The notes on pages 15 to 29 form part of these financial statements.

Page 9

 
UNITEDLEX LIMITED
REGISTERED NUMBER: 07887653

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 11 
78,236
152,548

Fixed asset investments
 12 
40,915
60,013

  
119,151
212,561

Current assets
  

Debtors: amounts falling due within one year
 13 
18,147,423
24,409,118

Cash at bank and in hand
 14 
140,767
269,073

  
18,288,190
24,678,191

Creditors: amounts falling due within one year
 15 
(22,689,764)
(29,008,533)

Net current liabilities
  
 
 
(4,401,574)
 
 
(4,330,342)

Total assets less current liabilities
  
(4,282,423)
(4,117,781)

  

  

Net liabilities
  
(4,282,423)
(4,117,781)


Capital and reserves
  

Called up share capital 
 16 
100
100

Profit and loss account
  
(4,282,523)
(4,117,881)

  
(4,282,423)
(4,117,781)


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




................................................
M Odedra
Director

Date: 25 October 2024

The notes on pages 15 to 29 form part of these financial statements.

Page 10

 
UNITEDLEX LIMITED
 

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


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£

At 1 January 2023
100
(1,153,248)
(1,153,148)
(1,153,148)



Loss for the year
-
(2,289,409)
(2,289,409)
(2,289,409)


At 31 December 2023
100
(3,442,657)
(3,442,557)
(3,442,557)



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£

At 1 January 2022
100
60,330
60,430
60,430



Loss for the year
-
(1,213,578)
(1,213,578)
(1,213,578)


At 31 December 2022
100
(1,153,248)
(1,153,148)
(1,153,148)


The notes on pages 15 to 29 form part of these financial statements.

Page 11

 
UNITEDLEX LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2023
100
(4,117,881)
(4,117,781)



Loss for the year
-
(164,642)
(164,642)


At 31 December 2023
100
(4,282,523)
(4,282,423)



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Profit and loss account
Total equity

£
£
£

At 1 January 2022
100
(2,598,694)
(2,598,594)



Loss for the year
-
(1,519,187)
(1,519,187)


At 31 December 2022
100
(4,117,881)
(4,117,781)


The notes on pages 15 to 29 form part of these financial statements.

Page 12

 
UNITEDLEX LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(2,289,409)
(1,213,578)

Adjustments for:

Amortisation of intangible assets
803
803

Depreciation of tangible assets
139,587
203,242

Impairment of intangible fixed assets
5,420
-

Taxation charge
(148,582)
(72,090)

Decrease in debtors
824,829
167,936

Decrease/(increase) in amounts owed by group undertakings
8,128,144
(433,208)

(Decrease)/increase in creditors
(1,709,116)
709,613

(Decrease)/increase in amounts owed to group undertakings
(4,683,226)
303,410

Corporation tax received/(paid)
120,768
(135,677)

Net cash generated from operating activities

389,218
(469,549)


Cash flows from investing activities

Purchase of tangible fixed assets
(6,489)
(78,913)

Net cash from investing activities

(6,489)
(78,913)


Net increase/(decrease) in cash and cash equivalents
382,729
(548,462)

Cash and cash equivalents at beginning of year
504,960
1,053,422

Cash and cash equivalents at the end of year
887,689
504,960


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
890,562
604,435

Bank overdrafts
(2,873)
(99,475)

887,689
504,960


The notes on pages 15 to 29 form part of these financial statements.

Page 13

 
UNITEDLEX LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

604,435

286,127

890,562

Bank overdrafts

(99,475)

96,602

(2,873)


504,960
382,729
887,689

The notes on pages 15 to 29 form part of these financial statements.

Page 14

 
UNITEDLEX LIMITED
 

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

1.


General information

Unitedlex Limited is a private company limited by share capital and incorporated in England and Wales.
The address of its registered office and principal place of business is 42 New Broad Street, 4th Floor, London, England, EC2M 1JD.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2017.

 
2.3

Going concern

The Group made a loss for the year of £2,289,409 (2022: £1,213,578) and at the year end had net liabilities of £3,442,557 (2022: £1,153,148). Cash held at the year end totalled £890,562 (2022: £604,435). The Directors have considered these factors and believe that the Group has sufficient working capital to meet these costs as they fall due, as well as having the support of the group. As a result the accounts have been prepared under the going concern basis.

Page 15

 
UNITEDLEX LIMITED
 

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

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP. The amounts included are rounded to the nearest pound.

Transactions and balances

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

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

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Borrowing costs

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

Page 16

 
UNITEDLEX LIMITED
 

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

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

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 and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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

 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.


Page 17

 
UNITEDLEX LIMITED
 

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

2.Accounting policies (continued)

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

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

Depreciation is provided on the following basis:

Short-term leasehold property
-
Life of the lease
Fixtures and fittings
-
10 years
Office equipment
-
5 years
Computer equipment
-
3 to 6 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

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.

 
2.15

Cash and cash equivalents

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

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 18

 
UNITEDLEX LIMITED
 

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

2.Accounting policies (continued)

 
2.16

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.

  
2.17

Discontinued operations

Results associated with entities that were wound up after the balance sheet date are deemed to be discontinued operations and are presented separately in the Statement of Comprehensive Income. 


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Tangible fixed assets
Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values may vary depending on a number of factors.
Bad debt provisions
Management makes provisions for bad and doubtful debts based on the best estimate of future recovery.
 
Taxation
The company establishes provisions based on reasonable estimates, for possible consequences of audits by the tax authorities. The amount of such provisions is based on various factors, such as experience with previous tax submissions. Management estimation is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.
Operating lease commitments
The Company has entered into commercial lease contracts and as a lessee it obtains use of property, plant and equipment. The classification of such leases as operating or finance lease requires the Company to determine, based on an evaluation of the terms and conditions of the arrangements, whether it retains or acquires the significant risks and rewards of ownership of these assets and accordingly whether the lease requires an asset and liability to be recognised in the Balance Sheet.
Discontinued operations
The Company has wound up several of its subsidiaries after the balance sheet date and have therefore assessed these entities as being discontinued operations, on the basis that they represented a separate major line of business and geographical area of operations.

Page 19

 
UNITEDLEX LIMITED
 

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

4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Project management and client services revenue
10,824,067
30,502,019


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
451,454
601,587

Rest of Europe
1,849,907
39,318

Rest of the World
8,522,706
29,861,114

10,824,067
30,502,019



5.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Exchange differences
(749,820)
1,239,607

Other operating lease rentals
129,840
229,223

Depreciation
139,587
194,473

Amortisation
803
24,795


6.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
18,700
17,800

Other services
5,800
5,500

Tax services
2,300
2,200

Page 20

 
UNITEDLEX LIMITED
 

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

7.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Wages and salaries
5,060,277
11,224,525
2,803,924
5,747,430

Social security costs
863,584
1,544,767
338,807
748,110

Cost of defined contribution scheme
491,567
790,724
479,847
742,576

6,415,428
13,560,016
3,622,578
7,238,116


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



Group
Group
Company
Company
        2023
        2022
        2023
        2022
            No.
            No.
            No.
            No.









Directors
4
5
4
5



Employees
83
94
26
57

87
99
30
62


8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
200,000
230,000

Group contributions to defined contribution pension schemes
21,000
21,000

221,000
251,000


During the year retirement benefits were accruing to 1 director (2022 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £200,000 (2022 - £230,000).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £21,000 (2022 - £21,000).

Page 21

 
UNITEDLEX LIMITED
 

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

9.


Taxation


2023
2022
£
£


Foreign tax


Foreign tax on income for the year
148,582
72,090

Total current tax
148,582
72,090


Taxation on profit on ordinary activities
148,582
72,090

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(2,140,827)
(1,141,488)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
(503,565)
(218,567)

Effects of:


Fixed asset differences
(71)
-

Expenses not deductible for tax purposes
1,069
5,464

(Lower) / higher rate taxes on overseas earnings
622,227
34,115

Remeasurement of deferred tax for changes in tax rates
(36,879)
-

Deferred tax not recognised
65,801
251,078

Total tax charge for the year
148,582
72,090


Factors that may affect future tax charges

The Company has unused tax losses carried forward of £4,016,618 (2023: £3,843,018). A deferred tax asset has not been recognised in respect of these losses given the uncertainty around the timing and extent of their utilisation. 

Page 22

 
UNITEDLEX LIMITED
 

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

10.


Intangible assets

Group





Goodwill

£



Cost


At 1 January 2023
8,030



At 31 December 2023

8,030



Amortisation


At 1 January 2023
1,807


Charge for the year on owned assets
803


Impairment charge
5,420



At 31 December 2023

8,030



Net book value



At 31 December 2023
-



At 31 December 2022
6,223



Page 23

 
UNITEDLEX LIMITED
 

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

11.


Tangible fixed assets

Group






Short-term leasehold property
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 January 2023
347,933
114,916
51,714
1,415,438
1,930,001


Additions
-
-
-
6,489
6,489


Disposals
-
-
-
(10,491)
(10,491)



At 31 December 2023

347,933
114,916
51,714
1,411,436
1,925,999



Depreciation


At 1 January 2023
341,989
53,658
42,587
1,242,698
1,680,932


Charge for the year on owned assets
2,381
11,535
5,082
120,589
139,587


Disposals
-
-
-
(10,491)
(10,491)



At 31 December 2023

344,370
65,193
47,669
1,352,796
1,810,028



Net book value



At 31 December 2023
3,563
49,723
4,045
58,640
115,971



At 31 December 2022
5,944
61,258
9,127
172,740
249,069

Page 24

 
UNITEDLEX LIMITED
 

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

           11.Tangible fixed assets (continued)


Company






Short-term leasehold property
Fixtures and fittings
Office equipment
Computer equipment
Total

£
£
£
£
£

Cost or valuation


At 1 January 2023
337,080
105,517
42,047
1,169,143
1,653,787


Additions
-
-
-
6,489
6,489



At 31 December 2023

337,080
105,517
42,047
1,175,632
1,660,276



Depreciation


At 1 January 2023
337,080
51,110
35,001
1,078,048
1,501,239


Charge for the year on owned assets
-
10,550
3,523
66,728
80,801



At 31 December 2023

337,080
61,660
38,524
1,144,776
1,582,040



Net book value



At 31 December 2023
-
43,857
3,523
30,856
78,236



At 31 December 2022
-
54,407
7,046
91,095
152,548






Page 25

 
UNITEDLEX LIMITED
 

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

12.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
60,013


Additions
18,332



At 31 December 2023

78,345



Impairment


At 1 January 2023
-


Charge for the period
37,430



At 31 December 2023

37,430



Net book value



At 31 December 2023
40,915



At 31 December 2022
60,013


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Country of incorporation

Principal activity

Holding

UnitedLex Denmark APS
Denmark
Information technology consultancy services
100%
UnitedLex Germany GmbH
Germany
Information technology consultancy services
100%
UnitedLex Bulgaria EOOD
Bulgaria
Information technology consultancy services
100%
UnitedLex SWE AB
Sweden
Information technology consultancy services
100%
UnitedLex ITA SRL
Italy
Information technology consultancy services
100%
UnitedLex Fi Oy
Finland
Information technology consultancy services
100%
UnitedLex PO
Poland
Information technology consultancy services
100%
UnitedLex Belgium BVBA
Belgium
Information technology consultancy services
100%
UnitedLex Switzerland
Switzerland
Information technology consultancy services
100%


Page 26

 
UNITEDLEX LIMITED
 

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

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£
£

UnitedLex Denmark APS
7,031
(13,022)

UnitedLex Germany GmbH
93,877
361,049

UnitedLex Bulgaria EOOD
621,974
(33,877)

UnitedLex SWE AB
93,897
2,231

UnitedLex ITA SRL
53,006
(243,685)

UnitedLex Fi Oy
(3,613)
46,822

UnitedLex PO
(486)
16,608

UnitedLex Belgium BVBA
(20,055)
(928,140)

UnitedLex Switzerland
34,878
17,132

After the year end UnitedLex Denmark APS, UnitedLex SWE AB, UnitedLex ITA SRL, UnitedLex Fi Oy, UnitedLex PO and UnitedLex Belgium BVBA were wound up.


13.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Trade debtors
1,492,002
1,551,438
177,785
1,146,792

Amounts owed by group undertakings
16,359,837
24,487,981
17,743,685
23,034,489

Other debtors
564,536
705,686
198,170
146,997

Prepayments and accrued income
79,284
703,528
27,783
80,840

18,495,659
27,448,633
18,147,423
24,409,118



14.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
890,562
604,435
140,767
269,073

Less: bank overdrafts
(2,873)
(99,475)
(324)
(162)

887,689
504,960
140,443
268,911


Page 27

 
UNITEDLEX LIMITED
 

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

15.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Bank overdrafts
2,873
99,475
324
162

Trade creditors
120,174
552,086
77,876
487,108

Amounts owed to group undertakings
22,165,494
26,848,720
22,288,151
27,703,797

Corporation tax
227,960
255,774
-
-

Other taxation and social security
44,175
102,083
38,390
74,865

Other creditors
24,265
350,723
-
-

Accruals and deferred income
359,808
1,252,647
285,023
742,601

22,944,749
29,461,508
22,689,764
29,008,533



16.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



100 (2022 - 100) Ordinary shares of £1 each
100
100



17.


Discontinued operations

After the year end UnitedLex Denmark APS, UnitedLex SWE AB, UnitedLex ITA SRL, UnitedLex Fi Oy, UnitedLex PO and UnitedLex Belgium BVBA were dissolved. No proceeds were received and the companies had total net liabilities of £129,781.


18.


Pension commitments

The Company opertes a defined contributions pension scheme. The assets of the scheme are held seperately from those of the Company in an independently administered fund. The pension cost charge reporesents contributions payable by the Company to the fund and amounted to £479,847 (2022: £742,576).

Page 28

 
UNITEDLEX LIMITED
 

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

19.


Commitments under operating leases

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Not later than 1 year
227,234
227,234
227,234
227,234

Later than 1 year and not later than 5 years
587,021
814,255
587,021
814,255

814,255
1,041,489
814,255
1,041,489


20.


Related party transactions

The company is exempt under Paragraph 33.1A of FRS 102 from disclosing related party transactions with entities that are part of the group headed by UnitedLex Corporation Inc, where 100% of the voting rights are controlled within the Group.


21.


Controlling party

The ultimate controlling party is CVC Capital Partners Asia IV Limited, a company incorporated in Jersey. Registered address Level 1, IFC1 Esplanade, St Helier, Jersey, JE2 3BX.
The parent of the smallest group for which group accounts including UnitedLex Limited are drawn up is UnitedLex Corporation Inc. Copies of these accounts may be obtained from the registered office, 6130 Sprint Parkway Suite 200, Overland Park, KS, 66211, United States.
The parent of the largest group for which group accounts including UnitedLex Limited are drawn up is CVC Capital Partners Asia IV Limited, a company incorporated in Jersey. Registered address Level 1, IFC1 Esplanade, St Helier, Jersey, JE2 3BX.

Page 29