REGISTERED NUMBER: |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2024 |
FOR |
INSTABASE UK LTD |
REGISTERED NUMBER: |
FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JANUARY 2024 |
FOR |
INSTABASE UK LTD |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JANUARY 2024 |
Page |
Company information | 1 |
Balance sheet | 2 |
Notes to the financial statements | 3 |
INSTABASE UK LTD |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 JANUARY 2024 |
Directors: |
Secretary: |
Registered office: |
Registered number: |
Auditors: |
Fourth Floor |
St James House, St James Square |
Cheltenham |
Gloucestershire |
GL50 3PR |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
BALANCE SHEET |
31 JANUARY 2024 |
2024 | 2023 |
as restated |
Notes | £ | £ |
CURRENT ASSETS |
Debtors | 4 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 5 | ( |
) | ( |
) |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital |
Share based payment reserve |
Retained earnings |
In accordance with Section 444 of the Companies Act 2006, the Income statement has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 JANUARY 2024 |
1. | STATUTORY INFORMATION |
Instabase UK Ltd is a |
These financial statements are expressed in Pounds Sterling (£) and rounded to the nearest pound. There is no difference between presentation and functional currency in the Company. |
2. | ACCOUNTING POLICIES |
Going concern |
The global economy is being impacted by the current inflationary pressures. The directors have taken appropriate actions to ensure that operations are able to continue and do not believe this will impact on the ability for the company to continue as a going concern. |
The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements. |
The directors of the company have received confirmation of continued financial support for the foreseeable future from the parent company, Instabase Inc. |
Basis of preparing the 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 following principal accounting policies have been applied: |
Related party exemption |
The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
The Company is controlled by its ultimate parent Instabase Inc. to provide services within specific contracted regions. The Company is remunerated by its parent for these services. The total turnover of the Company for the year has been derived from its principal activity undertaken in the UK. Intercompany revenue is based on a service. |
Cash and cash equivalents |
Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits. |
Financial instruments |
The Company only enters into basic financial instruments that result in the recognition of financial assets and |
liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares. |
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an |
enforceable right to set off the recognized amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JANUARY 2024 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments. |
Classification of financial liabilities |
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. |
Basic financial liabilities |
Basic financial liabilities, including creditors, and loans from fellow group companies are initially recognised at transaction price. |
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are initially recognised at transaction price. |
Taxation |
Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JANUARY 2024 |
4. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
as restated |
£ | £ |
Deferred payroll tax | (706 | ) | (706 | ) |
Amounts owed by group undertakings |
Other debtors |
VAT |
Deferred tax asset |
Prepayments |
5. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
as restated |
£ | £ |
Trade creditors |
Tax |
Social security and other taxes |
Other creditors |
Accrued expenses |
6. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
2024 | 2023 |
as restated |
£ | £ |
Within one year |
7. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The auditors report on the financial statements for the year ended 31 January 2024 was unqualified. The audit report was signed on 10 March 2025 by Chris Mould (Senior Statutory Auditor) on behalf of Crowe U.K. LLP. |
INSTABASE UK LTD (REGISTERED NUMBER: 12462487) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 JANUARY 2024 |
8. | SHARE-BASED PAYMENT TRANSACTIONS |
Employees of the Company are entitled to participate in the share incentive scheme of the parent company, Instabase Inc., subject to the terms and conditions set out in the Company's stock option plan. |
The expiration date for all options is 10 years from the date of grant. The options are all equity settled. |
The movement in the number of stock options during the period is as follows: |
Weighted average | Number | Number |
exercise price ($) | 2024 | 2023 |
Outstanding at beginning of the year - 2023 | 1.41 | 2,761,052 | 1,308,850 |
Granted during the year - 2024 | 0.42 | 456,784 | 1,452,202 |
0.91 | 3,217,836 | 2,761,052 |
2024 | 2023 |
£ | £ |
Share based payment expense | 298,656 | 520,493 |
The fair value of the options granted during the year was measured using the Black-Scholes model. |
9. | THE ULTIMATE PARENT COMPANY AND CONTROLLING PARTY |
The ultimate parent company and controlling party is Instabase Inc. The Company was under the control of its parent Instabase Inc. throughout the financial year by virtue of their 100% shareholding. The parent company is registered in the United States of America, and consolidated accounts can be obtained from the following address: 3500 South Dupont Highway, Dover, Delaware 19901, United States of America. |
The largest and smallest group in which the results of the Company are consolidated is that headed by Instabase Inc. with its principal place of business at 3500 South Dupont Highway, Dover, Delaware 19901, United States of America. |