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Company registration number: SC578329







FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2023


KESSON GROUP UK LIMITED






































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KESSON GROUP UK LIMITED
 


 
COMPANY INFORMATION


Directors
R Adair 
D F Pedreira 




Registered number
SC578329



Registered office
9 Haymarket Square

Edinburgh

Scotland

EH3 8RY




Independent auditor
Menzies LLP
Chartered Accountants & Statutory Auditor

Magna House

18-32 London Road

Staines-Upon-Thames

TW18 4BP





 


KESSON GROUP UK LIMITED
 



CONTENTS



Page
Statement of Financial Position
1
Notes to the Financial Statements
2 - 6

 


KESSON GROUP UK LIMITED
REGISTERED NUMBER:SC578329



STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
623
968

  
623
968

Current assets
  

Debtors: amounts falling due within one year
 5 
238,558
99,405

Cash at bank and in hand
  
514
955

  
239,072
100,360

Creditors: amounts falling due within one year
 6 
(181,265)
(53,236)

Net current assets
  
 
 
57,807
 
 
47,124

Total assets less current liabilities
  
58,430
48,092

  

Net assets
  
58,430
48,092


Capital and reserves
  

Called up share capital 
  
300
300

Profit and loss account
  
58,130
47,792

  
58,430
48,092


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: 




D F Pedreira
Director

Date: 19 February 2025

The notes on pages 2 to 6 form part of these financial statements.
Page 1

 


KESSON GROUP UK LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Kesson Group UK Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office is disclosed on the company information page. The company's principal place of business is 111 Peter Street, Suite 503, Toronto, ON, M5V 2H1, Canada.

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 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 following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements of the Company have been prepared on a going concern basis.
The Company is reliant on its parent company as its income is generated from intercompany recharges, and it is solely funded by the parent.
According to the latest published financial information,  Pluribus Technologies Corp., as the ultimate parent company, had a net loss from its operations and a negative working capital, and did not comply with the covenants under its credit facility as at 30 September 2024. At the same date, it was disclosed that the parent company will not have sufficient cash to fund its operations and service its debt obligations for the foreseeable future without obtaining additional funding or adjusting certain financial covenants in its credit facilities.
In December 2024, Pluribus Technologies Corp. and all of its subsidiaries obtained creditor protection to pursue a restructuring and sale process under the Companies’ Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended.
In January 2025, Pluribus Technologies Corp began the restructuring and sale process to identify potential buyers or investors for all or part of the Pluribus Group's assets and business operations, including the Company.
While the parent company has been successful in obtaining financing to date and even though there are several interested parties, there is no guarantee that the restructuring and sale process will complete as required to raise the necessary funds. Should the parent company be unable to raise the necessary funding, this could affect the parent company’s ability to support the Company’s operations. In addition, the carrying value of the Company's assets could be subject to material adjustments and other adjustments may be necessary to these financial statements if the necessary funding does not materialise.
As a result of the reliance on the parent company, a material uncertainty exists that may cast doubt on the Company's ability to continue as a going concern.
The financial statements do not include the adjustments that would result if the Company were unable to continue as a going concern.

Page 2

 


KESSON GROUP UK LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

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.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is generated via the intercompany recharge of costs on a monthly basis and is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

 
2.5

Pensions

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.

 
2.6

Taxation

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.

 
2.7

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.

Page 3

 


KESSON GROUP UK LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.7
Tangible fixed assets (continued)

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:

Computer equipment
-
3 years straight line

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.

 
2.8

Financial instruments

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.


3.


Employees

The average monthly number of employees, including directors, during the year was 5 (2022 - 5).

Page 4

 


KESSON GROUP UK LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Tangible fixed assets





Computer equipment

£



Cost or valuation


At 1 January 2023
1,032



At 31 December 2023

1,032



Depreciation


At 1 January 2023
64


Charge for the year on owned assets
345



At 31 December 2023

409



Net book value



At 31 December 2023
623



At 31 December 2022
968

Page 5

 


KESSON GROUP UK LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
238,211
98,145

Prepayments and accrued income
347
1,260

238,558
99,405



6.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
8,842
-

Amounts owed to group undertakings
143,127
23,038

Corporation tax
3,456
-

Other taxation and social security
11,338
11,515

Other creditors
770
770

Accruals and deferred income
13,732
17,913

181,265
53,236



7.


Parent company

The parent company of the smallest group for which consolidated financial statements are drawn up is Pluribus Technologies Corp., the company's registered office is 1931-130 King Street West, Toronto, ON, M5X 2A2, Canada.


8.


Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2023 was unqualified.

In their report, the auditor drew attention to the material uncertainty related to going concern without qualifying their report.

The audit report was signed on 19 February 2025 by Hezelina Hashim FCCA (Senior Statutory Auditor) on behalf of Menzies LLP.

 
Page 6