Caseware UK (AP4) 2023.0.135 2023.0.135 2024-06-302024-06-302024-06-30Tax is recognised in the Statement of Income and Retained Earnings. 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 corporation 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; and Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. 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.false2023-07-01No description of principal activitytruetrue 12626207 2023-07-01 2024-06-30 12626207 2022-07-01 2023-06-30 12626207 2024-06-30 12626207 2023-06-30 12626207 c:Director1 2023-07-01 2024-06-30 12626207 c:Director2 2023-07-01 2024-06-30 12626207 c:RegisteredOffice 2023-07-01 2024-06-30 12626207 d:MotorVehicles 2023-07-01 2024-06-30 12626207 d:FurnitureFittings 2023-07-01 2024-06-30 12626207 d:OfficeEquipment 2023-07-01 2024-06-30 12626207 d:CopyrightsPatentsTrademarksServiceOperatingRights 2023-07-01 2024-06-30 12626207 d:CurrentFinancialInstruments 2024-06-30 12626207 d:CurrentFinancialInstruments 2023-06-30 12626207 d:CurrentFinancialInstruments d:WithinOneYear 2024-06-30 12626207 d:CurrentFinancialInstruments d:WithinOneYear 2023-06-30 12626207 d:ShareCapital 2024-06-30 12626207 d:ShareCapital 2023-06-30 12626207 d:SharePremium 2024-06-30 12626207 d:SharePremium 2023-06-30 12626207 d:OtherMiscellaneousReserve 2023-07-01 2024-06-30 12626207 d:RetainedEarningsAccumulatedLosses 2024-06-30 12626207 d:RetainedEarningsAccumulatedLosses 2023-06-30 12626207 c:OrdinaryShareClass1 2023-07-01 2024-06-30 12626207 c:OrdinaryShareClass1 2024-06-30 12626207 c:OrdinaryShareClass1 2023-06-30 12626207 c:OrdinaryShareClass2 2023-07-01 2024-06-30 12626207 c:OrdinaryShareClass2 2024-06-30 12626207 c:OrdinaryShareClass2 2023-06-30 12626207 c:OrdinaryShareClass3 2023-07-01 2024-06-30 12626207 c:OrdinaryShareClass3 2024-06-30 12626207 c:OrdinaryShareClass3 2023-06-30 12626207 c:FRS102 2023-07-01 2024-06-30 12626207 c:Audited 2023-07-01 2024-06-30 12626207 c:FullAccounts 2023-07-01 2024-06-30 12626207 c:PrivateLimitedCompanyLtd 2023-07-01 2024-06-30 12626207 d:Subsidiary1 2023-07-01 2024-06-30 12626207 d:Subsidiary1 1 2023-07-01 2024-06-30 12626207 c:SmallCompaniesRegimeForAccounts 2023-07-01 2024-06-30 12626207 c:Consolidated 2024-06-30 12626207 c:ConsolidatedGroupCompanyAccounts 2023-07-01 2024-06-30 12626207 6 2023-07-01 2024-06-30 12626207 e:PoundSterling 2023-07-01 2024-06-30 xbrli:shares iso4217:GBP xbrli:pure
Registered number: 12626207









UPSIDE X LTD AND ITS SUBSIDIARIES
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

 
UPSIDE X LTD
 

COMPANY INFORMATION


Directors
N. Banaie 
N. Morris 




Registered number
12626207



Registered office
71-75 Shelton Street
Covent Garden

London

WC2H 9JQ




Independent auditors
Wilder Coe Ltd
Chartered Accountants & Statutory Auditors

1st Floor Sackville House

143-149 Fenchruch Street

London

EC3M 6BL





 
UPSIDE X LTD
 

CONTENTS



Page
Consolidated Balance Sheet
 
1
Company Balance Sheet
 
2
Notes to the Financial Statements
 
3 - 12


 
UPSIDE X LTD
REGISTERED NUMBER: 12626207

CONSOLIDATED BALANCE SHEET
AS AT 30 JUNE 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible fixed assets
 4 
62
129

Tangible assets
 5 
25,091
33,591

  
25,153
33,720

Current assets
  

Debtors: amounts falling due within one year
 7 
1,430,010
203,082

Cash at bank and in hand
 8 
4,766,882
4,965,829

  
6,196,892
5,168,911

Creditors: amounts falling due within one year
 9 
(834,406)
(814,623)

Net current assets
  
 
 
5,362,486
 
 
4,354,288

Net assets
  
5,387,639
4,388,008


Capital and reserves
  

Allotted, called up and fully paid share capital
 10 
115
115

Share premium account
  
1,234,885
1,234,885

Other reserves
 11 
1,063,129
1,063,129

Profit and loss account
  
3,089,510
2,089,879

Equity shareholder's funds
  
5,387,639
4,388,008


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 Directors' Report and Consolidated Statement of Income and Retained Earnings in accordance with provisions applicable to companies subject to the small companies regime, under section 444 of the Companies Act 2006.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 12 January 2025.




N. Banaie
Director

The notes on pages 3 to 12 form part of these financial statements.

Page 1

 
UPSIDE X LTD
REGISTERED NUMBER: 12626207

COMPANY BALANCE SHEET
AS AT 30 JUNE 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 6 
2,462,250
2,462,250

Current assets
  

Cash at bank and in hand
 8 
151,081
73,080

Creditors: amounts falling due within one year
 9 
(377,664)
(197,100)

Net current liabilities
  
 
 
(226,583)
 
 
(124,020)

Net assets
  
2,235,667
2,338,230


Capital and reserves
  

Allotted, called up and fully paid share capital
 10 
115
115

Share premium account
  
1,234,885
1,234,885

Profit and loss account
  
1,000,667
1,103,230

Equity shareholder's funds
  
2,235,667
2,338,230


The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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 Director's Report and Consolidated Statement of Income and Retained Earnings in accordance with provisions applicable to companies subject to the small companies' regime.

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 Income and Retained Earnings in these financial statements. The profit after tax of the parent company for the year was £1,397,437 (2023: £1,431,989).
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 12 January 2025.




N. Banaie
Director

The notes on pages 3 to 12 form part of these financial statements.

Page 2

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

1.


General information

Upside X Ltd (company number: 12626207), having its registered office and principal place of business at 71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ is a private limited company incorporated in England and Wales.

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

The following principal accounting policies have been applied:

  
2.2

Statement of cash flows

The company has taken advantage of the exemption in Financial Reporting Standard 102, Section 1A.7, from the requirement to produce a Statement of Cash Flows, on the grounds that it is a small company.

 
2.3

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 Income and Retained Earnings from the date on which control is obtained. They are deconsolidated from the date control ceases.

 
2.4

Foreign currency translation

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.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Page 3

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.5

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover 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 turnover is recognised:

Rendering of services

Turnover 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 turnover 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

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 the Statement of Income and Retained Earnings 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.

Page 4

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.7

Taxation

Tax is recognised in the Statement of Income and Retained Earnings.
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 corporation 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; and
 
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
 
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.

 
2.8

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Trademarks
-
25
% straight line

Page 5

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.9

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:

Motor vehicles
-
20%
Fixtures and fittings
-
25%
Office equipment
-
25%

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 Statement of Income and Retained Earnings.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each Balance Sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Income and Retained Earnings for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 
2.11

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.12

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. 

 
2.13

Creditors

Short-term creditors are measured at the transaction price.

Page 6

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

2.Accounting policies (continued)

 
2.14

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Balance Sheet when the Group 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.

 
2.15

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Employees

The average monthly number of employees, including directors, during the year was 18 (2023 - 18).

Page 7

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

4.


Intangible assets

Group





Trademark

£



Cost


At 1 July 2023 and 30 June 2024
270



Amortisation


At 1 July 2023
141


Charge for the year
67



At 30 June 2024

208



Net book value



At 30 June 2024
62



At 30 June 2023
129



All of the Group's intangible fixed assets are held in the Subsidiary Company.

Page 8

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

5.


Tangible fixed assets

Group






Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 July 2023
38,238
5,869
41,438
85,545


Additions
-
-
5,686
5,686



At 30 June 2024

38,238
5,869
47,124
91,231



Depreciation


At 1 July 2023
18,187
4,829
28,938
51,954


Charge for the year
7,679
398
6,109
14,186



At 30 June 2024

25,866
5,227
35,047
66,140



Net book value



At 30 June 2024
12,372
642
12,077
25,091



At 30 June 2023
20,051
1,040
12,500
33,591

Page 9

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

6.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 July 2023 and 30 July 2024

2,462,250





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Upside Studio Limited
71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ
Ordinary
100%

The aggregate of the share capital and reserves as at 30 June 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

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

Upside Studio Limited
5,614,222
2,602,194


7.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
299,000
33,250
-
-

Other debtors
24,575
26,511
-
-

Prepayments and accrued income
1,106,435
143,321
-
-

1,430,010
203,082
-
-


Page 10

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

8.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
4,766,882
4,965,829
151,081
73,080



9.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Trade creditors
10,687
22,446
-
-

Amounts owed to group undertakings
-
-
375,182
194,747

Corporation tax
468,429
482,321
-
-

Other taxation and social security
75,541
44,459
-
-

Other creditors
7,209
7,090
2,482
2,353

Accruals and deferred income
272,540
258,307
-
-

834,406
814,623
377,664
197,100



10.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



10,000 (2023 - 10,000) Ordinary Shares of £0.01 each
100
100
1,200 (2023 - 1,200) X Growth Shares shares of £0.01 each
12
12
250 (2023 - 300) Y Growth Shares shares of £0.01 each
3
3

115

115



11.


Reserves

Other reserves

This reserve is used to record a historical consolidation adjustment that arose on the acquisition of Upside Studio Limited on 3 June 2020.


12.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents the contributions payable by the company to the fund and amounted to £78,000 (2023: £20,208). Contributions totalling £4,727 (2023: £4,277) were payable to the fund at the Balance Sheet date and are included in other creditors.

Page 11

 
UPSIDE X LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024

13.


Related party transactions

The Company has taken advantage of Section 33.1A of FRS 102 in not disclosing transactions between wholly-owned members of a group.


14.


Controlling party

The ultimate controlling party is N. Banaie by virtue of his shareholding.


15.


Auditors' information

The Company was subject to an audit for the year ended 30 June 2024. The audit report was issued with an unqualified opinion and signed on 17 January 2025 by Chris Gent BA FCA (Senior Statutory Auditor) on behalf of Wilder Coe Ltd.

Page 12