International Shared Services Limited
Registered number: 14500519
Balance Sheet
as at 30 November 2023
Notes 2023
£
Fixed assets
Tangible assets 3 5,952
5,952
Current assets
Debtors 4 1,163,701
Cash at bank and in hand 267,701
1,431,402
Creditors: amounts falling due within one year 5 (6,102,332)
Net current liabilities (4,670,930)
Total assets less current liabilities (4,664,978)
Net liabilities (4,664,978)
Capital and reserves
Called up share capital 10,000
Profit and loss account (4,674,978)
Shareholders' funds (4,664,978)
The directors are satisfied that the company is entitled to exemption from the requirement to obtain an audit under section 477 of the Companies Act 2006.
The members have not required the company to obtain an audit in accordance with section 476 of the Act.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts.
The accounts have been prepared and delivered in accordance with the special provisions applicable to companies subject to the small companies regime. The profit and loss account has not been delivered to the Registrar of Companies.
D Hoggard
Director
Approved by the board on 4 November 2024
International Shared Services Limited
Notes to the Accounts
for the period from 23 November 2022 to 30 November 2023
1 Accounting policies
Basis of preparation
The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard).
Going concern
At 30 June 2023 the company had net liabilities of £4,664,978 including £5,826,955 owed to its parent Token.com International Ltd (Cayman Islands). The directors have received written assurances that Token.com International Ltd (Cayman Islands) will not seek repayment of the amount owed to them, and maintain the ability and willingness to continue to provide financial support for the company for at least one year from the date of the approving of the financial statements. As such the financial statements have been prepared on a going concern basis.
The directors of the company have confirmed that they have considered the viability of the corporate activities of the group companies that International Shared Services Limited ("ISSL") provides support to, including market conditions when assessing going concern. While the group companies that ISSL provides administrative services to are still in their development phase, the underlying activities including disruptive technology and alternative finance have shown strong performance with digital adoption in the UK high. The company has also confirmed funds to cover liabilities as they fall due. The directors have considered a number of forecasted outcomes, including a worst case scenario, where expected revenues are not achieved and are confident that the company will have sufficient funds to meet its liabilities as they fall due.
Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services. Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs.
Tangible fixed assets
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:
Plant and machinery 3-5 years
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 instruments
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.
Financial instruments are recognised in the Balance Sheet when the company becomes party to the contractual provisions of the instrument. Financial instruments are initially measured at transaction price unless the arrangement constitutes a financing transaction which includes transactions costs for financial instruments not subsequently measured at fair value. Subsequent to initial recognition, they are measured as set out below.
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.
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.
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
Debtors
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.
Creditors
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.
Taxation
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.
Foreign currency translation
Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.
Leased assets
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership. All other leases are classified as operating leases. The rights of use and obligations under finance leases are initially recognised as assets and liabilities at amounts equal to the fair value of the leased assets or, if lower, the present value of the minimum lease payments. Minimum lease payments are apportioned between the finance charge and the reduction in the outstanding liability using the effective interest rate method. The finance charge is allocated to each period during the lease so as to produce a constant periodic rate of interest on the remaining balance of the liability. Leased assets are depreciated in accordance with the company's policy for tangible fixed assets. If there is no reasonable certainty that ownership will be obtained at the end of the lease term, the asset is depreciated over the lower of the lease term and its useful life. Operating lease payments are recognised as an expense on a straight line basis over the lease term.
Pensions
Contributions to defined contribution plans are expensed in the period to which they relate.
2 Employees 2023
Number
Average number of persons employed by the company 26
3 Tangible fixed assets
Plant and machinery etc Total
£ £
Cost
Additions 6,737 6,737
At 30 November 2023 6,737 6,737
Depreciation
Charge for the period 785 785
At 30 November 2023 785 785
Net book value
At 30 November 2023 5,952 5,952
4 Debtors 2023
£
Amounts owed by group undertakings 187,105
Other debtors 976,596
1,163,701
5 Creditors: amounts falling due within one year 2023
£
Trade creditors 90,881
Amounts owed to group undertakings 5,826,955
Taxation and social security costs 123,934
Other creditors 60,562
6,102,332
6 Other financial commitments 2023
£
Total future minimum payments under non-cancellable operating leases 36,891
7 Related party transactions
Included in other debtors is a balance of £353,369 receivable from Monolith App (Portugal) Sociedade Unipessoal Lda, and included in turnover is recharge revenue receivable of £3,160 from this company. The directors of International Shared Services Limited are also directors of Monolith App (Portugal) Sociedade Unipessoal Lda.
Included in other debtors is a balance of £108,208 receivable from Token.com Servicos Digitais Ltda, and included in turnover is recharge revenue receivable of £30,770 from this company. The directors of International Shared Services Limited are also directors of an entity which has a participating interest in Token.com Servicos Digitais Ltda.
Included in other debtors is a balance of £6,715 receivable from Token Group Limited, and included in turnover is recharge revenue receivable of £6,715 from this company. The directors of International Shared Services Limited are also directors of Token Group Limited.
Included in other debtors is a balance of £42,075 receivable from UAB Belela a company registered in Lithuania, and included in turnover is recharge revenue receivable of £41,075 from this company. The directors of International Shared Services Limited are also directors of UAB Belela.
Included in other debtors is a balance of £353,369 due from Tokencard Limited and included in turnover is recharge revenue receivable of £371,849 from this company. The directors of International Shared Services Limited are also directors of Tokencard Limited.
Included in other debtors is a balance of £5,637 due from Monolith Limited, a company registered in Gibraltar. Included in turnover is recharge revenue receivable of £8,625 from this company. The directors of International Shared Services Limited are also directors of Monolith Limited.
The company has taken advantage of exemption available in FRS Section 33.1A not to disclose transactions with any fellow wholly owned group companies.
8 Events after the reporting date
Subsequent to the year end, the company granted options to its employees under the Token.com International Ltd (Cayman Islands) Share Option Plan to purchase shares in its parent company at an exercise price of $0.01 per ordinary share. The employees are required to complete 4 years of service before becoming entitled to the share options with a 1 year cliff. The parent company Token.com International Ltd (Cayman Islands) will have an obligation to settle share based payments on exercise of options in the future.
Subsequent to the year end the company entered into non-cancellable operating lease commitments with total future minimum payments of £161,200.
9 Other information
International Shared Services Limited is a private company limited by shares and incorporated in England. Its registered office is:
101 King's Cross Road
London
WC1X 9LP
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