Company registration number: 03255184
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FOR THE YEAR ENDED
31 DECEMBER 2023
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COMPANY INFORMATION
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Fareham Innovation Centre Merlin House
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Chartered Accountants & Statutory Auditor
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CONTENTS
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Statement of Financial Position
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Notes to the Financial Statements
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CRANHAM HAIG LIMITED
REGISTERED NUMBER:03255184
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STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 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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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 income and retained earnings 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 2 to 7 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Cranham Haig Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Limes, Bayshill Road, Cheltenham, England, GL50 3AW.
The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.
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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The directors have considered the cash flow requirements of the company for at least 12 months from the date of approval of the accounts.
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the reason that the Company is generating sufficient revenue, profits and cash to meet its commitments as they fall due.
As a result of the Company’s performance and financial position post year end, and taking into account the company’s commitments for the next twelve months, we do not consider there to be any material uncertainty relating to the Company’s ability to continue as a going concern and have prepared the financial statements on a going concern basis.
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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.
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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
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), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
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 it is probable will be recovered.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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, on a reducing balance basis and on a straight line basis.
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 only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities, such as trade and other debtors, creditors and loans to related parties.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.
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The average monthly number of employees, including directors, during the year was 7 (2022 - 7).
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Charge for the year on owned assets
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Amounts owed by group undertakings
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Prepayments and accrued income
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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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Allotted, called up and fully paid
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4,211 (2022 - 4,211) Ordinary shares of £1.00 each
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Commitments under operating leases
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At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
9.Guarantees and financial commitments
The company had cross guaranteed the bank borrowing by way of a fixed and floating debenture charge over all the company's assets on behalf of Pluribus Technologies Corp. to National Bank of Canada as Security Trustee up to an amount of 42,000,000 Canadian Dollars. This was satisfied in full post year end on 21 October 2024.
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Post balance sheet events
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On 11 October 2024 the company's parent company, Pender Software Holdings Midco (UK) Ltd (registered number: 13545906), was acquired by Pender Software Holdings (UK) Ltd, (registered number: 15953540).
On the same date, the company agreed to the following pre-closing transaction:
a) Declaration of interim dividends totalling £3,900,000 to be paid to its immediate parent company, Pender Software Holdings Midco (UK) Ltd (registered number: 13545906).
The company will continue to trade as normal, and the directors consider it appropriate for the financial statements to be prepared on a going concern basis.
The immediate parent company is Pender Software Holdings Midco (UK) Ltd (registered number: 1354906) whose registred office is Eclipse Accountancy, Fareham Innovation Centre Merlin House, 4 Meteor Way, Lee-On-The Solent, Hampshire, England, PO13 9FU.
Up to 11 October 2024, the directors considered Pluribus Technologies Corp. to be the company's ultimate parent undertaking and the head of the smallest group for which consolidated financial statements are drawn up. The company's registered office is 111 Peter Street, Suite 503, Toronto, ON, M5V 2H1, Canada.
From 11 October 2024, the directors considered that Pender Software Holdings Ltd is the company's ultimate parent undertaking and the head of the smallest group for which consolidated financial statements are drawn up. The company's registered office is Fasken Martineau DuMoulin LLP, 2900-550 Burrard Street, Vancouver, British Columbia, Canada, V6C 0A3.
The auditor's report on the financial statements for the year ended 31 December 2023 was unqualified.
The audit report was signed on 17 February 2025 by Hezelina Hashim FCCA (Senior Statutory Auditor) on behalf of Menzies LLP.
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