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Registered number: 08789165












KALEYRA UK LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

 

KALEYRA UK LIMITED

CONTENTS



Page
Company information
 
1
Balance sheet
 
2 - 3
Notes to the financial statements
 
4 - 10


 

KALEYRA UK LIMITED
 
COMPANY INFORMATION


Directors
M Carobene 
D Roncasaglia 




Registered number
08789165



Registered office
30 St Mary Axe
Level 34

London

EC3A 8EP




Independent auditor
Blick Rothenberg Audit LLP
Chartered Accountants & Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH




Page 1


 
REGISTERED NUMBER:08789165
KALEYRA UK LIMITED

BALANCE SHEET
AS AT 31 MARCH 2024

31 March
31 December
2024
2022
Note
£
£

Fixed assets
  

Intangible assets
 4 
-
78,448

Tangible assets
 5 
6,893
11,328

  
6,893
89,776

Current assets
  

Debtors
 6 
5,490,764
2,437,863

Cash at bank and in hand
  
2,114,388
120,194

  
7,605,152
2,558,057

Creditors: amounts falling due within one year
 7 
(9,656,058)
(6,334,205)

Net current liabilities
  
 
 
(2,050,906)
 
 
(3,776,148)

Total assets less current liabilities
  
(2,044,013)
(3,686,372)

Creditors: amounts falling due after more than one year
 8 
(7,925,000)
(619,145)

  

Net liabilities
  
(9,969,013)
(4,305,517)


Capital and reserves
  

Called up share capital 
 9 
30
30

Share premium account
  
599,968
599,968

Profit and loss account
  
(10,569,011)
(4,905,515)

  
(9,969,013)
(4,305,517)


Page 2


 
REGISTERED NUMBER:08789165
KALEYRA UK LIMITED
    
BALANCE SHEET (CONTINUED)
AS AT 31 MARCH 2024

The financial statements have been prepared in accordance with the provisions applicable to the 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 comprehensive income 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 Roncasaglia
Director

Date: 17 February 2025

The notes on pages 4 to 10 form part of these financial statements.
Page 3

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

1.


General information

Kaleyra UK Limited (the Company) is a private company limited by shares, incorporated and domiciled in England and Wales.The address of its registered office and principal place of business is 30 St Mary Axe, Level 34, London EC3A 8EP.
The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. 

These financial statements are prepared for the period from 1 January 2023 to 31 March 2024. 
Comparatives shown are for the year ended 31 December 2022. The figures reported across the two periods are therefore not entirely comparable.

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  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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies.

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis notwithstanding the fact that
the company has a deficiency on total equity at the end of the year. The directors consider this basis
to be appropriate as the company has received a letter of financial support from its parent company.
Accordingly the directors continue to adopt the going concern basis in preparing the financial statements.

 
2.3

Revenue

Revenue is represented by the provision of mobile content and messaging solutions net of Value Added Tax. Revenue is recognised through monthly issued traffic being reconciled and agreed between Kaleyra UK Limited and its customers. The agreed corresponding sale is recorded as revenue in the accounts.

 
2.4

Exemption from preparing consolidated financial statements

The Company owns 100% of the issued share capital of mGage Athens Private Company (incorporated in Greece). The Company and the Group headed by Kaleyra UK Limited, qualify as small as set out in section 383 of the Companies Act 2006 and the Company and the Group are considered eligible from the exemption to prepare consolidated accounts.

 
2.5

Share capital

Ordinary shares are classified as equity.

Page 4

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)

  
2.6

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 reliable estimate of the useful life cannot be made, the useful life shall not exceed five years.

Amortisation is provided on the following bases:

Intellectual property - 33% Straight line

 
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.

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:

Fixtures and fittings
-
33%
Office equipment
-
33%

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

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.
The fair value of the award also takes into account non-vesting conditions. These are factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).

 
2.9

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Page 5

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.10

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is Sterling (£).

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.

Foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

 
2.11

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

 
2.12

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 balance sheet. The assets of the plan are held separately from the company in independently administered funds.

 
2.13

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 6

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.14

Current and deferred 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 balance sheet date in the countries where the company operates and generates income.



3.


Employees

The average monhtly number of employees, including directors, during the year was 28 (2022:28).


4.


Intangible assets






Capitalised software

£



Cost


At 1 January 2023
1,568,954


Disposals
(522,119)



At 31 March 2024

1,046,835



Amortisation


At 1 January 2023
1,490,506


Charge for the period on owned assets
55,848


On disposals
(499,519)



At 31 March 2024

1,046,835



Net book value



At 31 March 2024
-



At 31 December 2022
78,448



Page 7

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

5.


Tangible fixed assets







Fixtures and fittings
Office equipment
Total

£
£
£



Cost


At 1 January 2023
20,447
568,811
589,258


Additions
-
7,934
7,934



At 31 March 2024

20,447
576,745
597,192



Depreciation


At 1 January 2023
20,447
557,483
577,930


Charge for the period on owned assets
-
12,369
12,369



At 31 March 2024

20,447
569,852
590,299



Net book value



At 31 March 2024
-
6,893
6,893



At 31 December 2022
-
11,328
11,328


6.


Debtors

31 March
31 December
2024
2022
£
£



Trade debtors
2,244,408
1,456,987

Amounts owed by group undertakings
2,376,462
-

Other debtors
-
24,199

Prepayments and accrued income
869,894
956,677

5,490,764
2,437,863


Page 8

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

7.


Creditors: amounts falling due within one year

31 March
31 December
2024
2022
£
£

Trade creditors
2,723,283
2,623,660

Amounts owed to group undertakings
4,683,243
885,551

Other taxation and social security
245,406
748,373

Other creditors
-
23,717

Accruals and deferred income
2,004,126
2,052,904

9,656,058
6,334,205


Amounts owed to and from group undertakings included above are net settled, interest free, have no fixed repayment date and are repayable on demand.


8.


Creditors: amounts falling due after more than one year

31 March
31 December
2024
2022
£
£

Amounts owed to group undertakings
7,925,000
619,145


Amounts owed to group undertakings falling due more than one year bear interest at a rate of LIBOR + margin of 0.400%.The loan is repayable on 01 November 2028.


9.


Share capital

31 March
31 December
2024
2022
£
£
Allotted, called up and fully paid



3,000 (2022 - 3,000) Ordinary shares of £0.01 each
30
30



10.


Pension commitments

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 represents contributions payable by the Company to the fund and amounted to £137,336 (2022 - £107,086). Contributions totalling £12,129 (2022 - £13,016) were payable to the fund at the reporting date and are included in creditors.

Page 9

 

KALEYRA UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2024

11.


Commitments under operating leases

At 31 March 2024 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

31 March
31 December
2024
2022
£
£


Not later than 1 year
-
132,813

Later than 1 year and not later than 5 years
-
533,435

-
666,248


12.


Related party transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.


13.


Controlling party

At the balance sheet date, the company's immediate parent undertaking was Kaleyra US Inc and the ultimate parent undertaking was Tata Communications US Inc, a company incorporated in USA. On the 28 June 2023, Tata Communications became the ultimate controlling party. The registered office of the ultimate parent company is 1100 Space Park Drive, Suite 200, Santa Clara, CA, 95054, USA. The directors consider there to be no ultimate controlling party.


14.


Auditor's information

The auditor's report on the financial statements for the period ended 31 March 2024 was unqualified.

The audit report was signed on 17 February 2025 by Nicholas Winters (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.

 
Page 10