Caseware UK (AP4) 2024.0.164 2024.0.164 18Provider of anti spam database.2023-07-01false14falsefalsefalse 05078652 2023-07-01 2024-06-30 05078652 2022-07-01 2023-06-30 05078652 2024-06-30 05078652 2023-06-30 05078652 2022-07-01 05078652 5 2023-07-01 2024-06-30 05078652 5 2022-07-01 2023-06-30 05078652 d:Director1 2023-07-01 2024-06-30 05078652 d:Director2 2023-07-01 2024-06-30 05078652 d:Director2 2024-06-30 05078652 d:Director3 2023-07-01 2024-06-30 05078652 d:RegisteredOffice 2023-07-01 2024-06-30 05078652 e:OfficeEquipment 2023-07-01 2024-06-30 05078652 e:ComputerEquipment 2023-07-01 2024-06-30 05078652 e:ComputerEquipment 2024-06-30 05078652 e:ComputerEquipment 2023-06-30 05078652 e:ComputerEquipment e:OwnedOrFreeholdAssets 2023-07-01 2024-06-30 05078652 e:CurrentFinancialInstruments 2024-06-30 05078652 e:CurrentFinancialInstruments 2023-06-30 05078652 e:Non-currentFinancialInstruments 2024-06-30 05078652 e:Non-currentFinancialInstruments 2023-06-30 05078652 e:CurrentFinancialInstruments e:WithinOneYear 2024-06-30 05078652 e:CurrentFinancialInstruments e:WithinOneYear 2023-06-30 05078652 f:UnitedKingdom 2023-07-01 2024-06-30 05078652 f:UnitedKingdom 2022-07-01 2023-06-30 05078652 f:RestEuropeOutsideUK 2023-07-01 2024-06-30 05078652 f:RestEuropeOutsideUK 2022-07-01 2023-06-30 05078652 f:RestWorldOutsideUK 2023-07-01 2024-06-30 05078652 f:RestWorldOutsideUK 2022-07-01 2023-06-30 05078652 e:UKTax 2023-07-01 2024-06-30 05078652 e:UKTax 2022-07-01 2023-06-30 05078652 e:ShareCapital 2024-06-30 05078652 e:ShareCapital 2023-06-30 05078652 e:ShareCapital 2022-07-01 05078652 e:RetainedEarningsAccumulatedLosses 2023-07-01 2024-06-30 05078652 e:RetainedEarningsAccumulatedLosses 2024-06-30 05078652 e:RetainedEarningsAccumulatedLosses 2022-07-01 2023-06-30 05078652 e:RetainedEarningsAccumulatedLosses 2023-06-30 05078652 e:RetainedEarningsAccumulatedLosses 2022-07-01 05078652 d:OrdinaryShareClass1 2023-07-01 2024-06-30 05078652 d:OrdinaryShareClass1 2024-06-30 05078652 d:FRS102 2023-07-01 2024-06-30 05078652 d:Audited 2023-07-01 2024-06-30 05078652 d:FullAccounts 2023-07-01 2024-06-30 05078652 d:PrivateLimitedCompanyLtd 2023-07-01 2024-06-30 05078652 e:Subsidiary1 2023-07-01 2024-06-30 05078652 e:Subsidiary1 1 2023-07-01 2024-06-30 05078652 e:AcceleratedTaxDepreciationDeferredTax 2024-06-30 05078652 e:AcceleratedTaxDepreciationDeferredTax 2023-06-30 05078652 e:TaxLossesCarry-forwardsDeferredTax 2024-06-30 05078652 e:TaxLossesCarry-forwardsDeferredTax 2023-06-30 05078652 2 2023-07-01 2024-06-30 05078652 6 2023-07-01 2024-06-30 05078652 g:PoundSterling 2023-07-01 2024-06-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 05078652










Spamhaus Technology Limited










Annual report and financial statements

For the year ended 30 June 2024

 
Spamhaus Technology Limited
 

Company Information


Directors
S J Linford 
C Bitter 




Registered number
05078652



Registered office
4 Old Park Lane
Mayfair

London

W1K 1QW




Independent auditor
Kreston Reeves LLP
Statutory Auditor & Chartered Accountants

Maritime Place

Quayside

Chatham Maritime

Chatham

Kent

ME4 4QZ





 
Spamhaus Technology Limited
 

Contents



Page
Strategic report
 
1
Directors' report
 
2 - 3
Independent auditor's report
 
4 - 7
Statement of comprehensive income
 
8
Balance sheet
 
9
Statement of changes in equity
 
10
Statement of cash flows
 
11
Notes to the financial statements
 
12 - 22


 
Spamhaus Technology Limited
 

Strategic report
For the year ended 30 June 2024

Introduction
 
The directors present their strategic report for the Company for the year ended 30 June 2024.

Business review
 
The Company has seen an increase in Turnover largely due to the addition of another Sales Partner.
The number of workers has increased to 38 as at 30 June 2024 (35 – 30 June 2023, 31- 30 June 2022) as the Company continues to invest in its people.
The directors have decided to write off a loan of £3,293,364, which was given to an associated company, Spamhaus IP Holdings Ltd, on 4th March 2020 to fund the purchase of Mustelids Inc, a company which owned Intellectual property used by the Company. The directors believe that the loan is not recoverable. 

Principal risks and uncertainties
 
Foreign currency risk
Substantially all of the Turnover of the Company is billed in USD, and is therefore exposed to foreign exchange risk. The average GBP to USD exchange rates are set out below:
Year ended 30 June 2024  1.2529
Year ended 30 June 2023  1.2192
The directors are of the opinion that the functional currency is the GBP sterling.

Financial key performance indicators
 
The key financial data is summarised below:
 



2024
2023




Turnover

11,088,682
10,361,270
Profit / (loss) before tax

(717,734)
2,818,319
Profit / (loss) after tax

(1,554,313)
2,279,850




Total Assets

10,023,627
11,563,510
Total Net Book Value

3,502,264
6,242,770

The profit before tax, excluding the write off of the loan of £3,293,364 in 2024 would be £2,575,630. 


This report was approved by the board on 25 March 2025 and signed on its behalf.





C Bitter
Director

Page 1

 
Spamhaus Technology Limited
 

 
Directors' report
For the year ended 30 June 2024

The directors present their report and the financial statements for the year ended 30 June 2024.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, the directors' report 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 of the profit or loss of the company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the company's financial statements and then apply them consistently;

make judgments 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £1,554,313 (2023 - profit £2,279,850).

During the year dividends of £1,186,193 were declared (2023 - £1,433,858).

Directors

The directors who served during the year were:

S J Linford 
S R Forster (resigned 6 September 2024)
C Bitter 

Future developments

The Company will continue to invest in Cyber Threat Intelligence from existing resources. No significant increase in head count is expected.

Disclosure of information to auditor

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.

Page 2

 
Spamhaus Technology Limited
 

 
Directors' report (continued)
For the year ended 30 June 2024

Post balance sheet events

There have been no significant events affecting the company since the year end.

Auditor

Under section 487(2) of the Companies Act 2006Kreston Reeves LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board on 25 March 2025 and signed on its behalf.
 





C Bitter
Director

Page 3

 
Spamhaus Technology Limited
 

 
Independent auditor's report to the members of Spamhaus Technology Limited
 

Opinion


We have audited the financial statements of Spamhaus Technology Limited (the 'company') for the year ended 30 June 2024, which comprise the statement of comprehensive income, the balance sheet, the statement of cash flows, the statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘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 company's affairs as at 30 June 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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 other information comprises the information included in the Annual Report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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. 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 course of 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.


Page 4

 
Spamhaus Technology Limited
 

 
Independent auditor's report to the members of Spamhaus Technology Limited (continued)


Opinion 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 strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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.


Responsibilities of directors
 

As explained more fully in the directors' responsibilities statement set out on page 2, 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 is 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 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 company or to cease operations, or have no realistic alternative but to do so.


Page 5

 
Spamhaus Technology Limited
 

 
Independent auditor's report to the members of Spamhaus Technology Limited (continued)


Auditor's 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 an auditor's report 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the company and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, taxation and pension legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue or reduce expenditure, management bias in accounting estimates and judgemental areas of the financial statements such as revenue recognition. Audit procedures performed by the engagement team included:
 
Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations and fraud;
Assessment of identified fraud risk factors;
Checking and reperforming the reconciliation of key control accounts;
Performing analytical procedures to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud;
Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business;
Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud;
Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and
Identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation.


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.


Page 6

 
Spamhaus Technology Limited
 

 
Independent auditor's report to the members of Spamhaus Technology Limited (continued)


As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:


Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.


We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.


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 2006Our 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 an auditor's report 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.





Jonathan Timms BSc FCCA (senior statutory auditor)
  
for and on behalf of
Kreston Reeves LLP
 
Statutory Auditor
Chartered Accountants
  
Chatham Maritime

26 March 2025
Page 7

 
Spamhaus Technology Limited
 

Statement of comprehensive income
For the year ended 30 June 2024

As restated
2024
2023
Note
£
£

  

Turnover
 3 
11,088,862
10,361,270

Cost of sales
  
(1,852,587)
(1,254,963)

Gross profit
  
9,236,275
9,106,307

Administrative expenses
  
(6,873,583)
(6,505,913)

Operating profit
  
2,362,692
2,600,394

Amounts written off loans
  
(3,293,364)
-

Interest receivable and similar income
 7 
212,938
217,925

(Loss)/profit before tax
  
(717,734)
2,818,319

Tax on (loss)/profit
 8 
(836,579)
(538,469)

(Loss)/profit for the financial year
  
(1,554,313)
2,279,850

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

The notes on pages 12 to 22 form part of these financial statements.

Page 8

 
Spamhaus Technology Limited
Registered number: 05078652

Balance sheet
As at 30 June 2024

2024
2023
Note
£
£

Fixed assets
  

Tangible assets
 10 
72,036
117,308

Investments
 11 
726,435
726,435

  
798,471
843,743

Current assets
  

Debtors: amounts falling due after more than one year
 12 
-
3,160,980

Debtors: amounts falling due within one year
 12 
3,469,010
2,605,317

Cash at bank and in hand
 13 
5,756,146
4,953,470

  
9,225,156
10,719,767

Creditors: amounts falling due within one year
 14 
(6,503,354)
(5,320,740)

Net current assets
  
 
 
2,721,802
 
 
5,399,027

Deferred tax
  
(18,009)
-

Net assets
  
3,502,264
6,242,770


Capital and reserves
  

Called up share capital 
 16 
1
1

Profit and loss account
  
3,502,263
6,242,769

  
3,502,264
6,242,770


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 March 2025.




C Bitter
Director

The notes on pages 12 to 22 form part of these financial statements.

Page 9

 
Spamhaus Technology Limited
 

Statement of changes in equity
For the year ended 30 June 2024


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 July 2022
1
5,396,777
5,396,778


Comprehensive income for the year

Profit for the year
-
2,279,850
2,279,850


Contributions by and distributions to owners

Dividends
-
(1,433,858)
(1,433,858)



At 1 July 2023
1
6,242,769
6,242,770


Comprehensive income for the year

Loss for the year
-
(1,554,313)
(1,554,313)


Contributions by and distributions to owners

Dividends
-
(1,186,193)
(1,186,193)


At 30 June 2024
1
3,502,263
3,502,264


Called up share capital
This represents the nominal value of ordinary shares that have been issued by the company and which are classified as equity instruments.
Profit and loss account
This reserve comprises all current and prior period retained profits and losses after deducting any distributions made to the company’s shareholders.

Page 10

 
Spamhaus Technology Limited
 

Statement of cash flows
For the year ended 30 June 2024

2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(1,554,313)
2,279,850

Adjustments for:

Depreciation of tangible assets
54,869
57,753

Interest received
(212,938)
(217,925)

Taxation charge
836,579
538,469

Decrease/(increase) in debtors
1,488,057
(213,101)

(Decrease)/increase in creditors
(406,173)
694,213

Corporation tax received/(paid)
623,097
(667,156)

Net cash generated from operating activities

829,178
2,472,103


Cash flows from investing activities

Purchase of tangible fixed assets
(9,597)
(131,121)

Interest received
88,425
93,721

Net cash from investing activities

78,828
(37,400)

Cash flows from financing activities

Dividends paid
-
(1,433,858)

Receipt of amounts due to the company
-
1,196,786

Foreign exchange on loans
(7,871)
126,290

Loan advances
(97,459)
-

Net cash used in financing activities
(105,330)
(110,782)

Net increase in cash and cash equivalents
802,676
2,323,921

Cash and cash equivalents at beginning of year
4,953,470
2,629,549

Cash and cash equivalents at the end of year
5,756,146
4,953,470


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
5,756,146
4,953,470


Page 11

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

1.


General information

Spamhaus Technology Limited is a private company limited by shares and is incorporated in England and Wales with the registration number 05078652. The address of the registered office and principal place of business is 4 Old Park Lane, Mayfair, London, W1K 1QW. 

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
In preparing these accounts, the company has amended its policy as to whether certain costs are recorded and treated as cost of sales or administrative expenses.  As a result the statement of comprehensive income for the comparative year has been restated.

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Going concern

The financial statements have been prepared on the going concern basis.  The company has significant cash reserves, strong net assets and is generating regular profits.

 
2.4

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.

Page 12

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 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. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.6

Interest income

Interest income is recognised in the Statement of income and retained earnings using the effective interest method.

 
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 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.

 
2.8

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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.

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.

Page 13

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

2.Accounting policies (continued)


2.8
Current and deferred taxation (continued)

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.


 
2.9

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:

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.

 
2.10

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.11

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.

 
2.12

Cash

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

In the statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the company's cash management.

 
2.13

Creditors

Short-term creditors are measured at the transaction price.

Page 14

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

2.Accounting policies (continued)

 
2.14

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
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 debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) 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 debtors due with the operating cycle fall into this category of financial instruments.

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 creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). 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 creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors 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.

Page 15

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

2.Accounting policies (continued)


2.15
Financial instruments (continued)

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

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.


3.


Turnover

Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
3,799,934
3,725,495

Rest of Europe
2,974,628
1,445,723

Rest of the world
4,314,300
5,190,052

11,088,862
10,361,270



4.


Auditor's remuneration

During the year, the company obtained the following services from the company's auditor:


2024
2023
£
£

Fees payable to the company's auditor for the audit of the company's financial statements
13,640
12,865

Page 16

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

5.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
3,141,221
2,630,346

Social security costs
450,767
302,874

Cost of defined contribution scheme
24,902
30,008

3,616,890
2,963,228


The average monthly number of employees, including directors, during the year was 18 (2023 - 14).


6.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
1,037,057
1,025,485

Company contributions to defined contribution pension schemes
1,321
1,321

1,038,378
1,026,806


During the year retirement benefits were accruing to 1 director (2023 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £900,626 (2023 - £852,522).

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2023 - £1,321).


7.


Interest receivable

2024
2023
£
£


Other interest receivable
212,938
217,925

Page 17

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

8.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
655,226
563,132


Deferred tax


Origination and reversal of timing differences
181,353
(24,663)


Tax on (loss)/profit
836,579
538,469

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the effective rate of corporation tax in the UK of 25% (2023 - 20.49589%). The differences are explained below:

2024
2023
£
£


(Loss)/profit on ordinary activities before tax
(717,734)
2,818,319


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 20.49589%)
(179,434)
577,640

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,016,013
6,525

Change in tax rate
-
(40,235)

Super-deduction expenditure enhancement
-
(5,461)

Total tax charge for the year
836,579
538,469


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


9.


Dividends

2024
2023
£
£


Dividends on ordinary share
1,186,193
1,433,858

Page 18

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

10.


Tangible fixed assets





Computer equipment

£



Cost or valuation


At 1 July 2023
410,290


Additions
9,597



At 30 June 2024

419,887



Depreciation


At 1 July 2023
292,982


Charge for the year
54,869



At 30 June 2024

347,851



Net book value



At 30 June 2024
72,036



At 30 June 2023
117,308


11.


Fixed asset investments





Investments in subsidiary companies

£



Cost


At 1 July 2023 and at 30 June 2024
726,435





Subsidiary undertaking


The following was a subsidiary undertaking of the company:

Name

Registered office

Class of shares

Holding

Deteque Inc.
20130 Lakeview Center Plz Ste 400, Ashburn, 20147-5905, Virginia, United States
Ordinary
100%

Page 19

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024
Subsidiary undertaking (continued)

The aggregate of the share capital and reserves as at 30 June 2024 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)

Deteque Inc.
1,449,481
226,054



12.


Debtors

2024
2023
£
£

Due after more than one year

Other debtors
-
3,160,980


2024
2023
£
£

Due within one year

Trade debtors
3,260,172
1,470,344

Other debtors
99,670
891,012

Prepayments and accrued income
109,168
80,617

Deferred taxation
-
163,344

3,469,010
2,605,317



13.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
5,756,146
4,953,470


Page 20

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

14.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
504,008
117,728

Amounts owed to group undertakings
521,768
-

Corporation tax
402,594
-

Other taxation and social security
537,050
254,400

Other creditors
1,392,446
178,951

Accruals and deferred income
3,145,488
4,769,661

6,503,354
5,320,740



15.


Deferred taxation




2024
2023


£

£






At beginning of year
163,344
138,681


Charged to profit or loss
(181,353)
24,663



At end of year
(18,009)
163,344

The deferred taxation balance is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(18,009)
(29,327)

Other timing differences
-
192,671

(18,009)
163,344


16.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



1 Ordinary £1 shares share of £1.00
1
1


Page 21

 
Spamhaus Technology Limited
 

 
Notes to the financial statements
For the year ended 30 June 2024

17.


Related party transactions

In the financial year to 30 June 2020 Spamhaus Technology Limited provided a loan of £2,851,834 to Spamhaus IP Holdings Ltd, a connected company registered in Andorra. This loan bears interest at the higher of 4.5% and the USD 3 month LIBOR rate +2% per annum. The loan and any accrued interest is repayable by the 8 April 2030. The balance outstanding at the balance sheet date was £3,293,364 and has been written off in the year as it is no longer considered recoverable.
During the year dividends of £1,186,193 were declared and credited to the shareholders loan account.  This amount remained outstanding at the year end.


18.


Controlling party

The company is under the control of S J Linford.

19.


Analysis of net debt




At 1 July 2023
Cash flows
At 30 June 2024
£

£

£

Cash at bank and in hand

4,953,470

802,676

5,756,146



Page 22