Company registration number: 04602658
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FOR THE PERIOD ENDED
31 OCTOBER 2023
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QUMU LTD
REGISTERED NUMBER:04602658
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STATEMENT OF FINANCIAL POSITION
AS AT 31 OCTOBER 2023
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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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 statement of comprehensive income 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:
The notes on pages 3 to 9 form part of these financial statements.
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STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2023
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Comprehensive income for the period
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Credit to equity for equity-settled share-based payments
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Prior year adjustment for cancellation of equity-settled share-based payments
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At 9 February 2023 (as restated)
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Comprehensive income for the period
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The notes on pages 3 to 9 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
Qumu Ltd is a private company limited by shares and is registered and incorporated in England and Wales. The address of the registered office is disclosed on the company information page.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.
The following principal accounting policies have been applied:
The reporting period represents a shortened period from 9 February 2023 to 31 October 2023 to align with the parent company reporting date. The prior reporting period represents a 14 month accounting period from 1 January 2022 to 8 February 2023 to reflect the date Enghouse Systems Limited became the ultimate parent.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
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.
The turnover shown in the statement of comprehensive income is recognised at the fair value of amounts recoverable on contracts for all products and services delivered during the year, within the fields of video presentation and content management systems, at selling price exclusive of Value Added Tax.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, usually on dispatch of the goods.
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 are recoverable.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
2.Accounting policies (continued)
Up to the period ended 8 February 2023, the company participated in a group share-based payment arrangement run by its parent company, Qumu Corporation, which granted share options to certain employees and employees of its subsidiaries which included Qumu Ltd.
The company has elected to recognise and measure its share-based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated financial statements. The director considers the number of unvested options granted to the company’s employees compared to the total unvested options granted under the group plan to be a reasonable basis for allocating the expense.
From 8 February 2023, following the acquisition by Enghouse Systems Limited, the company no longer participated in a share-based payment arrangement. A prior year adjustment has been recognised to reflect the final settlement in this period.
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Current and deferred taxation
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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 reporting date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting 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; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
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 reporting date.
The costs of short-term employee benefits are recognised as a liability and an expense.
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.
For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
2.Accounting policies (continued)
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:
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.
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 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 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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
2.Accounting policies (continued)
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Financial instruments (continued)
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Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual 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.
Development expenditure is carried forward when its future recoverability can be foreseen with reasonable assurance and is amortised in line with sales from the related product. All research and other development costs are written off as incurred.
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The average monthly number of employees, including directors, during the period was 14 (2023 - 23).
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
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Charge for the period on owned assets
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Amounts owed by group undertakings
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Prepayments and accrued income
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Please see note 8 for details of a prior year adjustment in respect of accruals.
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Creditors: Amounts falling due after more than one year
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Accruals and deferred income
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An adjustment of £84,443 in respect of accruals at 8 February 2023 to recognise the cost of cancellation of the share-based payment arrangements relating to the acquisition of Qumu Corporation by Enghouse Systems Limited. The increase in accruals has resulted in a deduction from equity.
The retained earnings at 8 February 2023 decreased by £84,443.
Enghouse Systems Limited, a company incorporated in Canada, is the parent company of the smallest group for which consolidated financial statements are drawn up of which the company is a member. The parent company's registered office is 80 Tiverton Court, Suite 8000 Markham, ON L3R 0G4.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 OCTOBER 2023
The auditors' report on the financial statements for the period ended 31 October 2023 was qualified.
The qualification in the audit report was as follows:
We were not appointed as auditor of the company until after 8 February 2023. The predecessor auditor issued a disclaimer of opinion on the prior period audit report, due to limited audit evidence being available following the acquisition the company at the period end. Historical financial information in the pre- acquisition period pertaining to the audit was not able to be retrieved by the parent company. The predecessor auditors were therefore unable to determine whether any adjustments to multiple balances contained in the financial statements, for the period ended 8 February 2023, might have been necessary.
For the period ended 31 October 2023, we were unable to determine whether there was any consequential effect on the revenue figure for the current period.
The audit report was signed on 31 October 2024 by Andrew Cook FCA (Senior Statutory Auditor) on behalf of Menzies LLP.
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