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REGISTERED NUMBER: 08518373 (England and Wales)










REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022

FOR

NEXTGATE SOLUTIONS LTD

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022




Page

Company Information 1

Report of the Directors 2

Report of the Independent Auditors 3

Income Statement 7

Other Comprehensive Income 8

Statement of Financial Position 9

Statement of Changes in Equity 10

Notes to the Financial Statements 11


NEXTGATE SOLUTIONS LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2022







DIRECTORS: Mr E Akyuz
Mr M G Beucler
Ms M D McGowan
Mr A J Perrotta





REGISTERED OFFICE: 1 Kings Avenue
London
N21 3NA





REGISTERED NUMBER: 08518373 (England and Wales)





AUDITORS: AGK Partners
Chartered Accountants & Statutory Auditors
1 Kings Avenue
London
N21 3NA

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2022

The directors present their report with the financial statements of the company for the year ended 31 December 2022.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of software solutions for healthcare institutions.

DIRECTORS
The directors who have held office during the period from 1 January 2022 to the date of this report are as follows:

Mr E Y Yang - resigned 21 March 2022
Mr A Aroditis - resigned 21 March 2022
Ms K Galazi - resigned 21 March 2022
Mr E Akyuz - appointed 21 March 2022
Mr M G Beucler - appointed 21 March 2022
Ms M D McGowan - appointed 21 March 2022
Mr A J Perrotta - appointed 21 March 2022

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Report of the Directors and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements 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 company 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, AGK Partners, were appointed as auditors during the year and will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





Ms M D McGowan - Director


18 November 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
NEXTGATE SOLUTIONS LTD

Opinion
We have audited the financial statements of NextGate Solutions Ltd (the 'company') for the year ended 31 December 2022 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The 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 company's affairs as at 31 December 2022 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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.

.

Emphasis of matter
We draw attention to basis of preparing of the financial statements which explains that the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a breakup basis rather than going concern as described in basis of preparing of the financial statements. Our opinion is not modified in respect of this matter.

Key audit matters
Except for the matter described in the Emphasis of Matters, we have determined that there are no other key audit matters to be communicated in our report.

Other information
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our 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.

In connection with our audit of the financial statements, 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 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.

Opinions 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Directors has been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
NEXTGATE SOLUTIONS LTD


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the 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; or
- the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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 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 company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
NEXTGATE SOLUTIONS LTD


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 a Report of the Auditors 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 financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognize non-compliance with applicable laws and regulations;
- we identified the laws and regulations applicable to the company through discussions with directors and other
management, and from our commercial knowledge and experience of the industry;
- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of
management and inspecting legal correspondence; and identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge ofactual, suspected and alleged fraud; and
- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:
- performed analytical procedures to identify any unusual or unexpected relationships;
- tested journal entries to identify unusual transactions;
- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of
potential bias; and
- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed
procedures which included, but were not limited to:
- agreeing financial statement disclosures to underlying supporting documentation;
- reading the minutes of meetings of those charged with governance;
- enquiring of management as to actual and potential litigation and claims; and
- reviewing correspondence with HMRC, relevant regulators, and the company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment orcollusion.

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 Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
NEXTGATE SOLUTIONS LTD


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 2006. Our 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 a Report of the Auditors 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.




Alekos Christofi (FCCA) (Senior Statutory Auditor)
for and on behalf of AGK Partners
Chartered Accountants & Statutory Auditors
1 Kings Avenue
London
N21 3NA

18 November 2024

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2022

2022 2021
Notes £    £   

TURNOVER 1,861,140 2,166,198

Cost of sales 1,669,229 1,799,956
GROSS PROFIT 191,911 366,242

Administrative expenses 198,977 332,589
OPERATING (LOSS)/PROFIT 4 (7,066 ) 33,653

Interest receivable and similar income 64 335
(7,002 ) 33,988

Interest payable and similar expenses 5 304 -
(LOSS)/PROFIT BEFORE TAXATION (7,306 ) 33,988

Tax on (loss)/profit 6 (2,853 ) 7,509
(LOSS)/PROFIT FOR THE FINANCIAL YEAR (4,453 ) 26,479

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022 2021
Notes £    £   

(LOSS)/PROFIT FOR THE YEAR (4,453 ) 26,479


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

(4,453

)

26,479

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2022

2022 2021
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 7 9,574 18,812

CURRENT ASSETS
Debtors 8 15,472 165,246
Cash at bank 523,381 4,032,280
538,853 4,197,526
CREDITORS
Amounts falling due within one year 9 244,761 3,905,236
NET CURRENT ASSETS 294,092 292,290
TOTAL ASSETS LESS CURRENT
LIABILITIES

303,666

311,102

PROVISIONS FOR LIABILITIES 10 591 3,574
NET ASSETS 303,075 307,528

CAPITAL AND RESERVES
Called up share capital 11 105,027 105,027
Retained earnings 12 198,048 202,501
SHAREHOLDERS' FUNDS 303,075 307,528

The financial statements were approved by the Board of Directors and authorised for issue on 18 November 2024 and were signed on its behalf by:





Ms M D McGowan - Director


NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

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

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2021 105,027 176,022 281,049

Changes in equity
Total comprehensive income - 26,479 26,479
Balance at 31 December 2021 105,027 202,501 307,528

Changes in equity
Total comprehensive income - (4,453 ) (4,453 )
Balance at 31 December 2022 105,027 198,048 303,075

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1. STATUTORY INFORMATION

NextGate Solutions Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are prepared on a breakup basis. Due to the restructuring of the group, which the company is a part of, the management has decided to liquidate the company as soon as these financial statements has been approved and filed. Thus, the company adopts the breakup basis of accounting in preparing the financial statements.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirement of paragraph 3.17(d);
the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
the requirement of paragraph 33.7.

Significant judgements and estimates
In the application of the company's accounting policies, the director is 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 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.

There are no significant judgements or estimates involved in the preparation of the financial statements.

Revenue
Revenue is measured at the fair value of the consideration received or receivable, net of discounts, rebates and value added tax.

Revenue is recognised when services are rendered to the customers.

Plant and machinery
Plant and machinery are stated at cost less accumulated depreciation and accumulated impairment losses. Such cost includes costs directly attributable to making the assets capable of operating as intended.

The carrying value of tangible assets are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

Depreciation has been provided at the following rates in order to write off the assets over their estimated useful lives.

Plant and machinery 33% on straight line method


NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all material timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

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.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments
Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at banks and in hand, short-term deposits and other short-term liquid investments with original maturities of three months or less that is readily convertible to a known amount of cash and are subject to insignificant risk of changes in values.

Short-term debtors and creditors
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in profit or loss.

The carrying value of all financial assets and liabilities are measured at amortised cost.

3. EMPLOYEES AND DIRECTORS

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022

20222021
£ £
Wages and salaries 295,932464,849
Social security costs 33,43145,829
Other pension costs 2,9369,932
Total 332,299520,611

The average number of employees during the year was as follows:

20222021
Production staff 29
Administration staff 12
Total 311

20222021


£

£
Directors' remuneration 9003,600

4. OPERATING (LOSS)/PROFIT

The operating loss (2021 - operating profit) is stated after charging:

2022 2021
£    £   
Depreciation - owned assets 9,238 10,888
Auditors' remuneration 5,000 5,500
Foreign exchange differences 4,188 31,323

5. INTEREST PAYABLE AND SIMILAR EXPENSES
2022 2021
£    £   
Interest payable 304 -

6. TAXATION

Analysis of the tax (credit)/charge
The tax (credit)/charge on the loss for the year was as follows:
2022 2021
£    £   
Current tax:
UK corporation tax 66 7,310
Corporation Tax Prior yr adjus 64 -
Total current tax 130 7,310

Deferred tax (2,983 ) 199
Tax on (loss)/profit (2,853 ) 7,509

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022

6. TAXATION - continued

Reconciliation of total tax (credit)/charge included in profit and loss
The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2022 2021
£    £   
(Loss)/profit before tax (7,306 ) 33,988
(Loss)/profit multiplied by the standard rate of corporation tax in the UK of
19% (2021 - 19%)

(1,388

)

6,458

Effects of:
Expenses not deductible for tax purposes 57 -
Income not taxable for tax purposes (12 ) -
Depreciation in excess of capital allowances 1,454 7,387
Adjustments to tax charge in respect of previous periods 64 (6,535 )
Deferred Tax (2,983 ) 199
Deductions and reliefs (45 ) -
Total tax (credit)/charge (2,853 ) 7,509

7. TANGIBLE FIXED ASSETS
Plant and
machinery
£   
COST
At 1 January 2022
and 31 December 2022 53,483
DEPRECIATION
At 1 January 2022 34,671
Charge for year 9,238
At 31 December 2022 43,909
NET BOOK VALUE
At 31 December 2022 9,574
At 31 December 2021 18,812

8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
£    £   
Trade debtors - 93,200
Amounts owed by group undertakings 15,472 -
Accrued income - 31,111
Prepayments - 40,935
15,472 165,246

NEXTGATE SOLUTIONS LTD (REGISTERED NUMBER: 08518373)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2022

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2022 2021
£    £   
Trade creditors - 11,100
Amounts owed to group undertakings 160,472 2,806,835
Tax 7,744 7,310
VAT 71,545 95,020
Net wages - 7,466
Deferred income - 970,505
Accrued expenses 5,000 7,000
244,761 3,905,236

10. PROVISIONS FOR LIABILITIES
2022 2021
£    £   
Deferred tax 591 3,574

Deferred
tax
£   
Balance at 1 January 2022 3,574
Credited to income statement (2,983 )
Balance at 31 December 2022 591

11. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2022 2021
value: £    £   
105,027 Ordinary £1 105,027 105,027

12. RESERVES
Retained
earnings
£   

At 1 January 2022 202,501
Deficit for the year (4,453 )
At 31 December 2022 198,048

13. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

14. CONTROLLING PARTY

The ultimate controlling party is HG Pooled Management Limited.