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Registered number: 01647866










SHELTON FLEMING ASSOCIATES LIMITED

AUDITED
FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 DECEMBER 2024
 






 



 






25 March 2025





 
SHELTON FLEMING ASSOCIATES LIMITED
REGISTERED NUMBER:01647866

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
                                                                   Note
£
£

Fixed assets
  

Tangible fixed assets
 5 
54,104
41,731

Current assets
  

Debtors: amounts falling due after more than one year
 6 
-
19,441

Debtors: amounts falling due within one year
 6 
3,009,824
1,889,815

Cash at bank and in hand
  
2,294,037
1,448,080

  
5,303,861
3,357,336

Current liabilities
  

Creditors: amounts falling due within one year
 7 
(3,733,897)
(2,473,562)

Net current assets
  
 
 
1,569,964
 
 
883,774

Total assets less current liabilities
  
1,624,068
925,505

Creditors: amounts falling due after more than one year
 8 
-
(50,000)

  

Net assets
  
1,624,068
875,505


Capital and reserves
  

Called up share capital 
 10 
100
100

Capital contribution reserve
 11 
264,395
77,763

Profit and loss account
 11 
1,359,573
797,642

Shareholders' funds
  
1,624,068
875,505


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: 




Mr M H Fleming-Gale
Directors

Date: 25 March 2025

The notes on pages 4 to 12 form part of these financial statements.
Page 1

 
SHELTON FLEMING ASSOCIATES LIMITED
REGISTERED NUMBER:01647866

BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024


Page 2

 
SHELTON FLEMING ASSOCIATES LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£

At 1 January 2024
100
77,763
797,642
875,505


Comprehensive income for the year

Profit for the year
-
-
1,061,931
1,061,931

Increase in year
-
186,632
-
186,632
Total comprehensive income for the year
-
186,632
1,061,931
1,248,563


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(500,000)
(500,000)


At 31 December 2024
100
264,395
1,359,573
1,624,068


The notes on pages 4 to 12 form part of these financial statements.


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Other reserves
Profit and loss account
Total equity

£
£
£
£

At 1 January 2023
100
-
661,451
661,551


Comprehensive income for the year

Profit for the year
-
-
136,191
136,191

Increase in year
-
77,763
-
77,763


At 31 December 2023
100
77,763
797,642
875,505


The notes on pages 4 to 12 form part of these financial statements.

Page 3

 
SHELTON FLEMING ASSOCIATES LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Shelton Fleming Associates Limited is a private company, limited by shares and incorporated in England and Wales, registered number 01647866. The registered office address is First Floor, 38-40 Southwark Street, London, SE1 1UN.

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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

  
2.2

Compliance with accounting standards

The financial statements have been prepared in accordance with the provision of FRS102, Section 1A. There were no material departures from that standard.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP which are rounded to the nearest £.

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 the statement of income and retained earnings.

 
2.4

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to the statement of retained earnings on a straight-line basis over the lease term.

Page 4

 
SHELTON FLEMING ASSOCIATES LIMITED
 

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.5

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 measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from the sale of services is recognised when all of the following conditions are satisfied:
 
the Company has transferred the significant risks and rewards of ownership to the buyer; 

the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the services sold; 

the amount of revenue can be measured reliably;

it is probable that the Company will receive the consideration due under the transaction; and

 costs incurred or to be incurred in respect of the transaction can be measured reliably.

 
2.6

Finance costs

Finance costs are charged to statement of income and retained earnings 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.

 
2.7

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 statement of income and retained earnings 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.

 
2.8

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.9

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 5

 
SHELTON FLEMING ASSOCIATES LIMITED
 

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in statement of income and retained earnings 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.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.11

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.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

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, fittings and equipment
-
25%
Computer 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.

Page 6

 
SHELTON FLEMING ASSOCIATES LIMITED
 

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.12

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.13

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.14

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.15

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
 

Page 7

 
SHELTON FLEMING ASSOCIATES LIMITED
 

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.15
Financial instruments (continued)

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

  
2.16

Share-based payments

The parent company of Shelton Fleming Associates Limited operates an equity-settled share-based compensation plan. The fair value of the employees services received in exchange for the grant of the options is recognised as an expense over the vesting period. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions such as growth in earning per share. Non-market vesting conditions are included in assumptions about the number of options that are expected to vest.
At each balance sheet date, the parent company revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision to original estimates , if any, in the income statement, with a corresponding adjustment to equity.
The proceeds received net of any direct attributable transactions costs are credited to share capital (nominal value) and share premium of the parent company when the options are exercised. The grant by the parent company of options over its equity instruments to the employees of subsidiary undertakings in the Group is treated as a capital contribution.

Page 8

 
SHELTON FLEMING ASSOCIATES LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, management is required to make judgements, estimates and assumptions which affect expected reported income, expenses, assets and liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.
Management do not consider the Company to have any key sources of estimation uncertainty nor significant judgements or assumptions in preparing these financial statements.


4.


Employees


The average monthly number of employees, including directors, during the year was 22 (2023 - 23).


5.


Tangible fixed assets





Fixtures and fittings
Office equipment
Other fixed assets
Total

£
£
£
£



Cost or valuation


At 1 January 2024
145,989
191,012
291
337,292


Additions
34,789
6,880
-
41,669


Disposals
(145,434)
(69,736)
(291)
(215,461)



At 31 December 2024

35,344
128,156
-
163,500



Depreciation


At 1 January 2024
143,202
152,068
291
295,561


Charge for the year on owned assets
3,362
23,983
-
27,345


Disposals
(143,782)
(69,439)
(291)
(213,512)



At 31 December 2024

2,782
106,612
-
109,394



Net book value



At 31 December 2024
32,562
21,544
-
54,106



At 31 December 2023
2,787
38,944
-
41,731

Page 9

 
SHELTON FLEMING ASSOCIATES LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Debtors

2024
2023
£
£

Due after more than one year

Deferred taxation
-
19,441


2024
2023
£
£

Due within one year

Trade debtors
1,787,218
1,322,484

Other debtors
-
596

Prepayments and accrued income
1,217,966
531,411

Deferred taxation
4,640
35,324

3,009,824
1,889,815



7.


Creditors: Amounts falling due within one year

2024
2023
£
£

Bank loans
-
300,000

Trade creditors
579,440
648,140

Amounts owed to group undertakings
63,131
37,209

Corporation tax
397,909
1,121

Other taxation and social security
327,148
112,400

Other creditors
-
350

Deferred income
2,253,388
1,272,523

Accruals
112,881
101,819

3,733,897
2,473,562



8.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Bank loans
-
50,000


The Company obtained a bank loan in October 2020 with a maturity date in 2026. The interest rate was 2.3% plus base rate. The loan was repaid in full in 2024.

Page 10

 
SHELTON FLEMING ASSOCIATES LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Deferred taxation




2024
2023


£

£






At beginning of year
(54,765)
7,206


Charged to profit or loss
50,125
(61,971)



At end of year
(4,640)
(54,765)

The deferred tax asset is made up as follows:

2024
2023
£
£


Tax losses carried forward
(4,640)
(35,324)

Other timing difference
-
(19,441)

(4,640)
(54,765)


10.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100 (2023 - 100) Ordinary shares of £1.00 each
100
100



11.


Reserves

Capital contribution reserves

The capital contribution reserves represents cumulative contributions by the parent company in respect of share-based payments.

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.


12.


Commitments under operating leases

The Company had no commitments under non-cancellable operating leases at the balance sheet date.

Page 11

 
SHELTON FLEMING ASSOCIATES LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Related party transactions

The Company has taken the exemption under Financial Reporting Standard 102 (FRS102) Section 33 paragraph 1A not to disclose transactions and balances with its parent and fellow subsidiary companies on the basis it is a wholly owned subsidiary.


14.


Parent Company

The Company's immediate parent and controlling party is Shelton Fleming Group Limited, a company incorporated in England and Wales. The registered office address and principal place of business is  First Floor, 38-40 Southwark Street, London, SE1 1UN.
The smallest and largest group of undertakings into which the results of the Company are consolidated is
headed by Shelton Fleming Group Limited. The consolidated financial statements can be obtained from Companies House.


15.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 25 March 2025 by Mark Nelligan FCA (Senior statutory auditor) on behalf of Wellden Turnbull Limited.


Page 12