Registration number:
Ubiquity Press Limited
for the Year Ended 31 December 2023
Ubiquity Press Limited
Contents
Company Information |
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Statement of Financial Position |
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Notes to the Financial Statements |
Ubiquity Press Limited
Company Information
Directors |
T D Mowlam B K Hole |
Company secretary |
L J White |
Registered office |
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Independent |
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Ubiquity Press Limited
(Registration number: 06677886)
Statement of Financial Position as at 31 December 2023
Note |
2023 |
2022 |
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Non-current assets |
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Property, plant and equipment |
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Investments |
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Current assets |
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Receivables |
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Cash at bank and in hand |
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Payables: Amounts falling due within one year |
( |
( |
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Net current assets |
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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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Net assets |
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Equity |
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Called up share capital |
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Share premium reserve |
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Retained earnings |
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Shareholders' funds |
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These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements of Ubiquity Press Limited were approved and authorised for issue by the
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Director
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023
General information |
Ubiquity Press Limited (the 'company') is a private company limited by share capital, registered in England and Wales under the Companies Act. The address of the registered office is given on page 1. The company’s principal activities are set out in the directors' report on page 2.
Accounting policies |
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Going concern
The directors have considered the company’s financial position, liquidity and future performance together with financial projections for the company over the foreseeable future and have also reviewed the ongoing committed financial support from the company's parent undertaking and are confident this will be available for the foreseeable future. After making enquiries, the directors are satisfied that the company has sufficient resources to continue in operation for the foreseeable future, being at least 12 months from the date of signing the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the company’s financial statements.
Ubiquity Press Limited is reliant on the support of Walter de Gruyter GmbH as the parent company which is committed to the UK market and has demonstrated its support through a letter of support.
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
The functional currency of the company is considered to be pound sterling (£) because that is the currency of the primary economic environment in which the company operates. The financial statements are presented in pound sterling (£).
Summary of disclosure exemptions
The company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The company is consolidated in the financial statements of its parent Walter de Gruyter GmbH, which may be obtained from Genthiner Strasse 13, D-10785 Berlin, Germany. Exemptions have been taken in these separate company financial statements in relation to financial instruments, presentation of a cash flow statement, transactions with group entities and remuneration of key management personnel.
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
2 |
Accounting policies (continued) |
Group accounts not prepared
Critical judgements and key sources of estimation uncertainties
As explained in note 12, the directors have made a judgement in estimating the number of years before the employment based share options issued to its employees are exercised. Otherwise, in the opinion of the directors there were no key sources of estimation uncertainties made in the process of applying the company's accounting policies with significant effect on the amounts recognised in the financial statements.
Revenue recognition
Revenue comprises the fair value of the consideration received or receivable for the provision of publishing services in the ordinary course of the company’s activities. Revenue is shown net of value added tax. The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met.
Government grants
The entity applies the accrual model to all revenue received from government grants. Government grants relating to revenue expenditure are recognised in income on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate.
Research and development costs
The company expenses all research and development costs as incurred in the Income Statement.
Foreign currency transactions and balances
Taxation
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
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 taxable income.
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
2 |
Accounting policies (continued) |
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when 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.
Property, plant and equipment
Property, plant and equipment are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The cost of property, plant and equipment includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Computer equipment |
4 years on straight line basis |
Investments
Investments in subsidiaries are stated at cost less provision for impairment.
The carrying value of the investments in subsidiary undertakings are reviewed as necessary for impairment. Impairment is calculated as the difference between the carrying value and the estimated value-in-use or disposal value if higher. Value-in-use represents the present value of future expected cash flows discounted on a pre-tax basis. The net book amount of the investment is written down where impairment is identified.
Cash and cash equivalents
Cash and cash equivalents comprise bank current accounts that are subject to an insignificant risk of
change in value.
Receivables
Trade and other receivables that are receivable within one year and do not constitute a financing transaction are recorded at the undiscounted amount expected to be received, net of impairment. Those that are receivable after more than one year or that constitute a financing transaction are recorded initially at fair value less transaction costs and subsequently at amortised cost, net of impairment.
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
2 |
Accounting policies (continued) |
Payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade and other payables are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade and other payables that are payable within one year and do not constitute a financing transaction are recorded at the undiscounted amount expected to be paid. Those that are payable after more than one year or that constitute a financing transaction are recorded initially at transaction price and subsequently at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the income statement over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
The company operates a defined contribution pension scheme. The assets of the schemes are held separately from those of the company. Contributions are recognised in the income statement in the period in which they become payable.
Financial instruments
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Staff numbers |
The average number of persons employed by the company (including directors) during the year, was
Taxation |
Tax charged/(credited) in the income statement
Year ended |
1 Sep 21 |
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Current taxation |
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UK corporation tax |
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( |
Deferred taxation |
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Arising from origination and reversal of timing differences |
- |
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Tax receipt in the income statement |
- |
( |
The company has unrelieved tax losses of approximately £1,291,293 (2022 - £772,690) carried forward at 31 December 2023. These unrelieved tax losses are available for utilisation against future trading profits. No deferred tax asset has been recognised in respect of these losses.
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Property, plant and equipment |
Computer equipment |
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Cost |
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At 1 January 2023 |
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Additions |
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Disposals |
( |
At 31 December 2023 |
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Depreciation |
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At 1 January 2023 |
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Charge for the year |
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Eliminated on disposal |
( |
At 31 December 2023 |
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Carrying amount |
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At 31 December 2023 |
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At 31 December 2022 |
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Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Investments |
2023 |
2022 |
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Investment in subsidiary |
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Subsidiary |
£ |
Cost |
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At 1 January 2023 and at 31 December 2023 |
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Carrying amount |
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At 31 December 2023 |
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At 31 December 2022 |
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Details of subsidiary undertaking
Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
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2023 |
2022 |
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USA |
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Ubiquity Press Inc. The principal activity of Ubiquity Press Inc. is |
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Receivables |
2023 |
2022 |
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Trade receivables |
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Amounts owed by group undertakings |
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Other receivables |
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Prepayments and accrued income |
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Included in the amount owed by group undertakings is a long term loan to the subsidiary undertaking of £641,616 (2022: £588,573) falling due after one year and is unsecured, payable on demand and is interest bearing.
Payables |
2023 |
2022 |
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Due within one year |
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Loans and borrowings |
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Trade payables |
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Social security and other taxes |
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Outstanding pension costs |
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Other payables |
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Accruals and deferred income |
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Due after one year |
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Loans and borrowings |
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Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Share capital and reserves |
Allotted, called up and fully paid shares
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2022 |
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No. |
£ |
No. |
£ |
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169 |
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169 |
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91 |
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91 |
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Share details
On a show of hands every shareholder shall have one vote. On a poll every shareholder shall have one vote for each ordinary or A ordinary share held. Each ordinary and A ordinary share is entitled pari passu to dividend payments or any other distribution. On a distribution of assets on a liquidation or a return of capital (other than a conversion, redemption or purchase of shares), the surplus assets of the company remaining after payment of its liabilities shall be distributed amongst the holders of the ordinary and A ordinary shares pari passu as if the same constituted one class of shares pro rata according to the number of shares held by each shareholder.
Reserves
The retained earnings reserve represents cumulative profit or losses net of dividends paid and adjustments.
The other reserves comprise of share option reserve created out of the employee cost, incurred due to the issue of share options. £nil (2022: £nil) was credited to the reserve during the year.
Pension schemes |
Defined contribution pension scheme
The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £20,378 (2022 - £20,940).
Contributions totalling £5,509 (2022 - £4,286) were payable to the scheme at the end of the year and are included in creditors.
Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
Obligations under leases |
Operating leases
The total of future minimum lease payments is as follows:
2023 |
2022 |
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Not later than one year |
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Share-based payments |
Scheme details and movements
The company has granted various share options to its employees. The validity of the options is for 10 years from the date of granting the option and the options have a vesting period of 3 years. The options entitle the employees to purchase shares in the company at the share price on the date of grant. The fair value of services received in return for share options granted are measured by reference to the fair value of share options granted. The estimate of the fair value of the services received is measured based on the Black-Scholes model, on the "Earnings" basis. This is seen as the most representative method to measure the reflection of the value it is perceived will flow from ownership of a share.
The movements in the number of share options during the year were as follows:
2023 |
2022 |
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Outstanding, start of period |
- |
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Exercised during the period |
- |
( |
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The movements in the weighted average exercise price of share options during the year were as follows:
2023 |
2022 |
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Outstanding, start of period |
- |
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Exercised during the period |
- |
( |
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Loans and borrowings |
2023 |
2022 |
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Non-current loans and borrowings |
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Bank borrowings |
- |
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Ubiquity Press Limited
Notes to the Financial Statements
for the Year Ended 31 December 2023 (continued)
13 |
Loans and borrowings (continued) |
2023 |
2022 |
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Current loans and borrowings |
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Bank borrowings |
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The government has guaranteed 100% of the bank borrowings through its bounce back loan scheme with a 12-month capital repayment holiday and a fixed interest rate of 2.5%. The loan was fully repaid during the year.
Related party transactions |
The company is a wholly owned subsidiary member of its group and has therefore taken advantage of the provisions of paragraph 1AC.35 of FRS 102 - Small Entities not to disclose transactions with entities that are wholly owned members of the group.
Parent and ultimate parent undertaking |
The company's immediate parent is
The most senior parent entity producing publicly available consolidated financial statements is
The ultimate controlling party is
Events after the financial period |
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Audit report |