REGISTERED NUMBER: 14603503 (England and Wales) |
REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
CABFUSION LIMITED |
REGISTERED NUMBER: 14603503 (England and Wales) |
REPORT OF THE DIRECTORS AND |
CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
CABFUSION LIMITED |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
Page |
Company Information | 1 |
Report of the Directors | 2 |
Report of the Independent Auditors | 4 |
Consolidated Income Statement | 8 |
Consolidated Balance Sheet | 9 |
Company Balance Sheet | 10 |
Notes to the Consolidated Financial Statements | 11 |
CABFUSION LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
& Statutory Auditors |
Sutherland House |
1759 London Road |
Leigh on Sea |
Essex |
SS9 2RZ |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
The directors present their report with the financial statements of the company and the group for the year ended 31st December 2023. |
INCORPORATION |
The group was incorporated on 19th January 2023 . |
PRINCIPAL ACTIVITY |
The principal activity of the group in the year under review was that of the development and provision of dispatch system software, other information technology and computer logistics for taxi operators. |
DIRECTORS |
The directors who have held office during the period from 1st January 2023 to the date of this report are as follows: |
All the directors who are eligible offer themselves for election at the forthcoming first Annual General Meeting. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Platt Rushton LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CABFUSION LIMITED |
Opinion |
We have audited the financial statements of Cabfusion Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st December 2023 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
In our opinion the financial statements: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31st December 2023 and of the group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice applicable to smaller entities; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion |
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
Conclusions relating to going concern |
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CABFUSION LIMITED |
Matters on which we are required to report by exception |
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit; or |
- | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CABFUSION LIMITED |
Auditors' responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
We obtained an understanding of the legal and regulatory framework applicable to the entity through written and verbal communication. In addition, we drew on our professional knowledge of the industry to aid our understanding. |
We obtained an understanding of the systems in place designed to ensure compliance with the relevant legislation and evaluated whether these are sufficient or alternatively whether the risk of non-compliance is heightened. We also made specific enquiries of management and those charged with governance as to whether there have been any known instances of non-compliance and the results of their risk assessment. |
We briefed the identified laws and regulations to our audit team, ensuring they are aware of those considered significant in nature. At the same time, the responsible individual considered whether the engagement team has the collective competence to recognise non-compliance with laws and regulations. |
The company's financial statements are directly affected by company law, applicable financial reporting standards and tax legislation. Our audit tests are designed to provide sufficient expectation that we will highlight instances of non-compliance. |
We have identified that non-compliance with specific legislation has the potential to materially affect the disclosures in the financial statements by way of litigation, fines and penalties. Such legislation includes GDPR and employment and legislation. |
In addition to holistically considering where and how fraud may occur within the company, the following specific procedures were also undertaken: |
- Scrutinising journal entries, in particular those crediting a revenue account; journal entries with unusual nominal combinations or journal entries posted by management; |
- Evaluating assumptions made by management, in particular where these involve material accounting estimates; |
- Making sure our samples include an appropriate number of random of entries selected on a random basis; |
- Undertaking analytical procedures with a view to identifying unusual movements in account balances which could be indicative of fraud. |
We did not identify nor do we suspect any material fraudulent activity having undertaken the above procedures. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
CABFUSION LIMITED |
Use of our report |
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
for and on behalf of |
Chartered Accountants |
& Statutory Auditors |
Sutherland House |
1759 London Road |
Leigh on Sea |
Essex |
SS9 2RZ |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
CONSOLIDATED |
INCOME STATEMENT |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
Notes | £ |
TURNOVER | 5,209,429 |
Cost of sales | 3,800,743 |
GROSS PROFIT | 1,408,686 |
Administrative expenses | 2,015,738 |
OPERATING LOSS and |
LOSS BEFORE TAXATION | (607,052 | ) |
Tax on loss | - |
LOSS FOR THE FINANCIAL YEAR | ( |
) |
Loss attributable to: |
Owners of the parent | (607,158 | ) |
Non-controlling interests | 106 |
(607,052 | ) |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
CONSOLIDATED BALANCE SHEET |
31ST DECEMBER 2023 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 8 | 1,937,665 |
Tangible assets | 9 | 19,372 |
Investments | 10 | - |
1,957,037 |
CURRENT ASSETS |
Debtors | 11 | 695,791 |
Cash at bank | 1,620,301 |
2,316,092 |
CREDITORS |
Amounts falling due within one year | 12 | 1,248,679 |
NET CURRENT ASSETS | 1,067,413 |
TOTAL ASSETS LESS CURRENT LIABILITIES |
3,024,450 |
CAPITAL AND RESERVES |
Called up share capital | 3,624,000 |
Retained earnings | (607,158 | ) |
3,016,842 |
NON-CONTROLLING INTERESTS | 7,608 |
TOTAL EQUITY | 3,024,450 |
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. |
The financial statements were approved by the Board of Directors and authorised for issue on 7th March 2025 and were signed on its behalf by: |
S I Veingard - Director |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
COMPANY BALANCE SHEET |
31ST DECEMBER 2023 |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 8 |
Tangible assets | 9 |
Investments | 10 |
CURRENT ASSETS |
Debtors | 11 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 12 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital |
Retained earnings | ( |
) |
Company's loss for the financial year | (259,434 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Cabfusion Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Basis of consolidation |
The consolidated group financial statements consist of the financial statements of the parent company together with all entities controlled by the parent company (its subsidiaries) and the group's share of its interests in joint ventures and associates. |
All financial statements for entities in the group are made up to 31st December each year. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by other members of the group. |
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. |
Subsidiaries are consolidated in the group's financial statements from the date that control commences until the date that control ceases. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Goodwill |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Plant and machinery etc | - |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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. |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
2. | ACCOUNTING POLICIES - continued |
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 year 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. |
Pension costs and other post-retirement benefits |
The group operates a defined contribution pension scheme. Contributions payable to the group'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 |
The average number of employees by undertakings that were proportionately consolidated during the year was NIL. |
4. | OPERATING LOSS |
The operating loss is stated after charging: |
£ |
Depreciation - owned assets | 10,774 |
Goodwill amortisation | 167,020 |
Patents and licences amortisation | 20,399 |
Development costs amortisation | 87,810 |
5. | EXCEPTIONAL ITEMS |
£ |
Exceptional items | 24,501 |
Loan write off | (724 | ) |
23,777 |
Exceptional items relate to the reversal of an overprovision in a subsidiary for expenditure under a licence to occupy arrangement and professional fees in respect of the group restructuring undertaken during the period. |
6. | INDIVIDUAL INCOME STATEMENT |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
7. | GOING CONCERN |
The group has made a trading loss but does have net current assets. In making their assessment of going concern the directors have considered a period of at least 12 months from the date of approval of the financial statements. It is their belief that current and future sources of funding or support from majority investors will be adequate for the group's needs. As a result, the going concern basis of accounting has been adopted. |
The company is currently finalising new loan note facility funding from its majority investors to the value of £501,000. |
8. | INTANGIBLE FIXED ASSETS |
Group |
Other |
intangible |
Goodwill | assets | Totals |
£ | £ | £ |
COST |
Additions | 1,669,998 | 542,896 | 2,212,894 |
At 31st December 2023 | 1,669,998 | 542,896 | 2,212,894 |
AMORTISATION |
Charge for year | 167,020 | 108,209 | 275,229 |
At 31st December 2023 | 167,020 | 108,209 | 275,229 |
NET BOOK VALUE |
At 31st December 2023 | 1,502,978 | 434,687 | 1,937,665 |
9. | TANGIBLE FIXED ASSETS |
Group |
Plant and |
machinery |
etc |
£ |
COST |
Additions | 30,196 |
Disposals | (255 | ) |
At 31st December 2023 | 29,941 |
DEPRECIATION |
Charge for year | 10,774 |
Eliminated on disposal | (205 | ) |
At 31st December 2023 | 10,569 |
NET BOOK VALUE |
At 31st December 2023 | 19,372 |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
10. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakings |
£ |
COST |
Additions |
At 31st December 2023 |
NET BOOK VALUE |
At 31st December 2023 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Registered office: Fora, 1 Canada Square, Canary Wharf, London, E14 5AA |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Suite 2, Ldh House, Parsons Green, St Ives, England, PE27 4AA |
Nature of business: |
% |
Class of shares: | holding |
Investments in subsidiaries are held at cost. |
11. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
£ | £ |
Trade debtors | 630,299 |
Amounts owed by group undertakings | - |
Other debtors | 65,492 |
695,791 |
CABFUSION LIMITED (REGISTERED NUMBER: 14603503) |
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
12. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
£ | £ |
Bank loans and overdrafts | 191 |
Trade creditors | 96,372 |
Taxation and social security | 310,228 |
Other creditors | 841,888 |
1,248,679 |
13. | RELATED PARTY DISCLOSURES |
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. |
Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
At 31st December 2023 within other creditors was a balance of £187,100 due to a company holding a participating interest in the group.The loan is interest free and repayable on demand. |
At 31st December 2023 within other creditors was a balance of £152,554 owed to a shareholder for consultancy services provided to the group. It is the intention that a formal loan agreement will be entered into during 2025 to arrange settlement of this amount. |