Caseware UK (AP4) 2023.0.135 2023.0.135 2024-08-312025-05-232025-05-232024-08-312025-05-23true442023-09-01false49 05244331 2023-09-01 2024-08-31 05244331 2022-09-01 2023-08-31 05244331 2024-08-31 05244331 2023-08-31 05244331 2022-09-01 05244331 2 2023-09-01 2024-08-31 05244331 2 2022-09-01 2023-08-31 05244331 d:Director1 2023-09-01 2024-08-31 05244331 d:Director2 2023-09-01 2024-08-31 05244331 d:Director2 2024-08-31 05244331 d:Director3 2023-09-01 2024-08-31 05244331 d:Director4 2023-09-01 2024-08-31 05244331 d:Director5 2023-09-01 2024-08-31 05244331 d:Director5 2024-08-31 05244331 d:RegisteredOffice 2023-09-01 2024-08-31 05244331 e:MotorVehicles 2023-09-01 2024-08-31 05244331 e:MotorVehicles 2024-08-31 05244331 e:MotorVehicles 2023-08-31 05244331 e:MotorVehicles e:OwnedOrFreeholdAssets 2023-09-01 2024-08-31 05244331 e:MotorVehicles e:LeasedAssetsHeldAsLessee 2023-09-01 2024-08-31 05244331 e:ComputerEquipment 2023-09-01 2024-08-31 05244331 e:ComputerEquipment 2024-08-31 05244331 e:ComputerEquipment 2023-08-31 05244331 e:ComputerEquipment e:OwnedOrFreeholdAssets 2023-09-01 2024-08-31 05244331 e:ComputerEquipment e:LeasedAssetsHeldAsLessee 2023-09-01 2024-08-31 05244331 e:OwnedOrFreeholdAssets 2023-09-01 2024-08-31 05244331 e:LeasedAssetsHeldAsLessee 2023-09-01 2024-08-31 05244331 e:CurrentFinancialInstruments 2024-08-31 05244331 e:CurrentFinancialInstruments 2023-08-31 05244331 e:Non-currentFinancialInstruments 2024-08-31 05244331 e:Non-currentFinancialInstruments 2023-08-31 05244331 e:Non-currentFinancialInstruments 3 2024-08-31 05244331 e:Non-currentFinancialInstruments 3 2023-08-31 05244331 e:CurrentFinancialInstruments e:WithinOneYear 2024-08-31 05244331 e:CurrentFinancialInstruments e:WithinOneYear 2023-08-31 05244331 e:Non-currentFinancialInstruments e:AfterOneYear 2024-08-31 05244331 e:Non-currentFinancialInstruments e:AfterOneYear 2023-08-31 05244331 e:ReportableOperatingSegment1 2023-09-01 2024-08-31 05244331 e:ReportableOperatingSegment1 2022-09-01 2023-08-31 05244331 f:UnitedKingdom 2023-09-01 2024-08-31 05244331 f:UnitedKingdom 2022-09-01 2023-08-31 05244331 e:UKTax 2023-09-01 2024-08-31 05244331 e:UKTax 2022-09-01 2023-08-31 05244331 e:ShareCapital 2024-08-31 05244331 e:ShareCapital 2023-08-31 05244331 e:ShareCapital 2022-09-01 05244331 e:OtherMiscellaneousReserve 2023-09-01 2024-08-31 05244331 e:OtherMiscellaneousReserve 2024-08-31 05244331 e:OtherMiscellaneousReserve 2 2023-09-01 2024-08-31 05244331 e:OtherMiscellaneousReserve 2023-08-31 05244331 e:OtherMiscellaneousReserve 2022-09-01 05244331 e:OtherMiscellaneousReserve 2 2022-09-01 2023-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2023-09-01 2024-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2024-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2 2023-09-01 2024-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2022-09-01 2023-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2023-08-31 05244331 e:RetainedEarningsAccumulatedLosses 2022-09-01 05244331 e:RetainedEarningsAccumulatedLosses 2 2022-09-01 2023-08-31 05244331 e:AcceleratedTaxDepreciationDeferredTax 2024-08-31 05244331 e:AcceleratedTaxDepreciationDeferredTax 2023-08-31 05244331 d:OrdinaryShareClass1 2023-09-01 2024-08-31 05244331 d:OrdinaryShareClass1 2024-08-31 05244331 d:OrdinaryShareClass1 2023-08-31 05244331 d:FRS101 2023-09-01 2024-08-31 05244331 d:Audited 2023-09-01 2024-08-31 05244331 d:FullAccounts 2023-09-01 2024-08-31 05244331 d:PrivateLimitedCompanyLtd 2023-09-01 2024-08-31 05244331 e:CurrentFinancialInstruments 6 2024-08-31 05244331 e:CurrentFinancialInstruments 6 2023-08-31 05244331 e:CurrentFinancialInstruments 7 2024-08-31 05244331 e:CurrentFinancialInstruments 7 2023-08-31 05244331 e:CurrentFinancialInstruments 9 2024-08-31 05244331 e:CurrentFinancialInstruments 9 2023-08-31 05244331 e:WithinOneYear e:ContractualUndiscountedValue 2024-08-31 05244331 e:WithinOneYear e:ContractualUndiscountedValue 2023-08-31 05244331 e:BetweenOneFiveYears e:ContractualUndiscountedValue 2024-08-31 05244331 e:BetweenOneFiveYears e:ContractualUndiscountedValue 2023-08-31 05244331 e:ContractualUndiscountedValue 2024-08-31 05244331 e:ContractualUndiscountedValue 2023-08-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 05244331










SODEXO CIRCLES U.K LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 AUGUST 2024

 
SODEXO CIRCLES U.K LIMITED
 
 
COMPANY INFORMATION


Directors
Michael Fildes-Peace 
Angelo Piccirillo 
Jean Renton 
Amolak Dhariwal (appointed 1 January 2025)




Registered number
05244331



Registered office
One
Southampton Row

London

WC1B 5HA




Independent auditor
Forvis Mazars LLP
Chartered Accountants and Statutory Auditor

30 Old Bailey

London

EC4M 7AU





 
SODEXO CIRCLES U.K LIMITED
 

CONTENTS



Page
Directors' Report
1 - 2
Directors' Responsibilities Statement
3
Independent Auditor's Report
4 - 7
Statement of Comprehensive Income
8
Statement of Financial Position
9 - 10
Statement of Changes in Equity
11
Notes to the Financial Statements
12 - 29


 
SODEXO CIRCLES U.K LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 AUGUST 2024

The directors present their report and the financial statements for the year ended 31 August 2024.

Principal activity

The Company's principal activity is the fulfilment of travel related trade and concierge services.

Results and dividends

The profit for the year, after taxation, amounted to £158,000 (2023 as restated: £152,000).

There were no dividends paid or declared during the year (2023: £Nil).

Directors

The directors who served during the year were:

Michael Fildes-Peace 
Sean Haley (resigned 31 December 2024)
Angelo Piccirillo 
Jean Renton 

On the 1 January 2025, Amolak Dhariwal was appointed as a director of the Company.

Political contributions

The Company made no political donations or incurred any political expenditure during the year (2023: £Nil).

Going concern

The directors continue to adopt the going concern basis in the preparation of the financial statements.

The Company forms part of the Sodexo UK and Ireland group of companies, together the "UK&I Group", which is part of the wider Sodexo Group headed by Sodexo S.A., a company incorporated in France. The principal activity of the UK&I Group is to provide facilities management and catering services across the UK and Ireland, operating across various segments such as education, sports and leisure, corporate services, government and healthcare.

The Company meets its day to day working capital requirements from operational cash flows, cash pooling and intercompany loan arrangements within the UK&I Group. The UK&I Group has remained resilient throughout the adverse changes in the economic environment as a result of tight management of cash and balance sheet, and strong retention of existing contracts, alongside the spread of business across food and facilities management services, and across public and private sector clients as well as the strong inflation management processes in place. In addition, the UK&I Group continues to see opportunities for organic growth with new contracts in the pipeline. However, we remain prepared for further macro-economic impacts with agility, good commercial management, and careful cost control continuing to be critical.

To inform the basis of preparation of these accounts, the directors have considered cash and profit forecasts for forward trade of the UK&I Group for a period of at least 12 months from the date of approval of these accounts, based on the facts we have as at the date of approval of these financial statements. These forecasts include a severe but plausible downside scenario which models a deterioration in gross margin as a result of operational performance, a downturn in revenues due to contracts of key clients not being renewed and the under recovery of inflation. The forecasts indicate that the UK&I Group will continue to be resilient in the current macroeconomic environment. Routine peaks in cash requirements during the trading cycle will be funded from 

Page 1

 
SODEXO CIRCLES U.K LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 AUGUST 2024

Going concern (continued)

an overdraft facility with the parent company, Sodexo S.A., if necessary. In a worst-case scenario, the Company could draw upon additional funding from its ultimate parent company to enable it to meet its liabilities as they fall due during the twelve month period from the signing of these accounts.

Sodexo S.A., which currently has a strong credit rating of Baa1 from Moody's Investors Service, has indicated its intention, by a letter of support, to continue to make available such funds as are needed by the Company during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Based on these analyses and facts, the directors believe that the Company will be able to continue to meet its liabilities as they fall due for at least the twelve month period following the date of approval of these accounts and therefore have prepared the financial statements on a going concern basis. 

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.

Auditor

The auditor, Forvis Mazars LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 23 May 2025 and signed on its behalf.
 





Michael Fildes-Peace
Director

Page 2

 
SODEXO CIRCLES U.K LIMITED
 
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 AUGUST 2024

The directors are responsible for preparing 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 101 ‘Reduced Disclosure Framework’. 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 and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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.

Page 3

 
SODEXO CIRCLES U.K LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO CIRCLES U.K LIMITED
 

Opinion
 
 
We have audited the financial statements of Sodexo Circles U.K Limited (“the Company”) for the year ended 31 August 2024 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statement, including a summary of material accounting policies. 

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework" (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 31 August 2024 and of its profit 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 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 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.  
Page 4

 
SODEXO CIRCLES U.K LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO CIRCLES U.K LIMITED (CONTINUED)


Other information 

The other information comprises the information included in 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 report.  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.

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.

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 Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Directors’ Report has been prepared in accordance with applicable legal requirements. 

Matters on which we are required to report by exception

In 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 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; 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 in preparing the Directors’ Report and from the requirement to prepare a Strategic Report.

Page 5

 
SODEXO CIRCLES U.K LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO CIRCLES U.K LIMITED (CONTINUED)


Responsibilities of directors  
 
As explained more fully in the Directors’ Responsibilities Statement set out on page 3, 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.

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 the financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

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.

Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation and anti-money laundering regulation.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
Inquiring of management and, where appropriate, those charged with governance, as to whether the Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud.

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation and the Companies Act 2006.

In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to: posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions.
Page 6

 
SODEXO CIRCLES U.K LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SODEXO CIRCLES U.K LIMITED (CONTINUED)


Our audit procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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 auditor’s report.

Use of the audit 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 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.
 






Richard Karmel (Senior Statutory Auditor)
  
for and on behalf of
Forvis Mazars LLP
 
Chartered Accountants and Statutory Auditor
  
30 Old Bailey
London
EC4M 7AU

23 May 2025
Page 7

 
SODEXO CIRCLES U.K LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 AUGUST 2024

2024
2023
(restated)
Note
£000
£000

  

Turnover
 4 
2,454
2,178

Cost of sales
  
(1,344)
(1,223)

Gross profit
  
1,110
955

Administrative expenses
  
(892)
(763)

Operating profit
 5 
218
192

Tax on profit
 9 
(60)
(40)

Profit for the financial year
  
158
152

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 12 to 29 form part of these financial statements.

All amounts relate to continuing operations.

Page 8

 
SODEXO CIRCLES U.K LIMITED
REGISTERED NUMBER: 05244331

STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2024

2024
2023
(restated)
Note
£000
£000

Non-current assets
  

Tangible assets
 10 
82
-

  
82
-

Current assets
  

Debtors: amounts falling due within one year
 11 
375
343

Cash at bank and in hand
  
788
495

  
1,163
838

Creditors: amounts falling due within one year
 12 
(653)
(448)

Net current assets
  
 
 
510
 
 
390

Total assets less current liabilities
  
592
390

  

Creditors: amounts falling due after more than one year
 13 
(36)
-

  
556
390

  

  

Net assets
  
556
390


Capital and reserves
  

Called up share capital 
 17 
-
-

Share based payment reserve
 18 
16
8

Profit and loss account
 18 
540
382

  
556
390


The Company's financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 23 May 2025.



Michael Fildes-Peace
Director

The notes on pages 12 to 29 form part of these financial statements.
Page 9

 
SODEXO CIRCLES U.K LIMITED
REGISTERED NUMBER: 05244331
    
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 AUGUST 2024


Page 10

 
SODEXO CIRCLES U.K LIMITED
 

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


Called up share capital
Share based payment reserve
Profit and loss account
Total equity

£000
£000
£000
£000


At 1 September 2022
-
4
230
234



Profit for the year (restated - note 19)
-
-
152
152

Share based payments
-
4
-
4



At 1 September 2023 (restated)
-
8
382
390



Profit for the year
-
-
158
158

Share based payments
-
8
-
8


At 31 August 2024
-
16
540
556


The notes on pages 12 to 29 form part of these financial statements.

Page 11

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

1.


General information

Sodexo Circles U.K Limited, a private company limited by shares, is registered in England and Wales. The Company's registered number is 05244331 and its registered office is One Southampton Row, London, WC1B 5HA. 

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 101 'Reduced Disclosure Framework' and the Companies Act 2006.

The presentational currency of these financial statements is sterling. All amounts in the financial statements have been rounded to the nearest £1,000.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

  
2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions under FRS 101:

the requirement of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment
the requirements of IFRS 7 Financial Instruments: Disclosures
the requirements of IAS 7 Statement of Cash Flows
the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
the requirements in IAS 12 Income taxes paragraph 12.88B.

This information is included in the consolidated financial statements of Sodexo S.A., a company incorporated in France, as at 31 August 2024 and these financial statements may be obtained from The Secretary, Sodexo S.A., 225 Quai de la Bataille de Stalingrad, 92866 Issy-Les-Moulineaux, France.


 
2.3

Impact of new international reporting standards, amendments and interpretations

Standards, amendments and interpretations adopted in the current financial year ended 31 August 2024.

The adoption of the following mentioned standards, amendments and interpretations in the current year have not had a material impact on the Company’s financial statements:

- IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements: Amendments in relation to the disclosure of accounting policies
- IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Amendments in relation to the definition of accounting estimates
- IAS 12 Income Taxes: Amendments in relation to deferred tax related to assets and liabilities arising from a single transaction
- IFRS 17 Insurance Contracts and Amendments to IFRS 17 Insurance Contracts, including IFRS 17
Page 12

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.3

Impact of new international reporting standards, amendments and interpretations (continued)

Insurance Contracts: Amendments relation to the initial application of IFRS 17 and IFRS 9

All standards above are UK adopted and EU endorsed and effective for periods beginning on or after 1 January 2023.

The accounting policies which follow set out those policies which were applied in preparing the financial statements for the year ended 31 August 2024.

Standards, amendments and interpretations in issue but not yet effective

The adoption of the following mentioned standards, amendments and interpretations in future years are not expected to have a material impact on the Company’s financial statements:
The Company is however continuing to assess the full impact that adopting IFRS 16, IFRS 7 and IAS 1 will have on future financial statements, and therefore the full effect is yet to be determined.

UK adopted and EU endorsed - periods beginning on or after 1 January 2024
- IFRS 16 Leases (Amendment): Lease Liability in a Sale and Leaseback
- IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments Disclosures (Amendment):
Supplier Finance Arrangements
- IAS 1 Presentation of Financial Statements (Amendment): Classification of Liabilities as Current or
Non-current and Classification of Non-current Liabilities with Covenants.

UK adopted (not EU endorsed) - periods beginning on or after 1 January 2025
- IAS 21 the Effects of Changes in Foreign Exchange Rates (Amendment): Lack of Exchangeability 

Subject to UK adoption and EU endorsement - periods beginning on or after 1 January 2026

- IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures (Amendment):
Classification and Measurement of Financial Instruments
- Annual Improvements to IFRS Accounting Standards - Volume 11
• IFRS 1 – First-time Adoption of International Financial Reporting Standards
• IFRS 7 – Financial Instruments: Disclosures
• IFRS 9 – Financial Instruments
• IFRS 10 – Consolidated Financial Statements
• IAS 7 – Statement of Cash Flows

Subject to UK adoption and EU endorsement - periods beginning on or after 1 January 2027

- IFRS 18 Presentation and Disclosure in Financial Statements
- IFRS 19 Subsidiaries without Public Accountability: Disclosures

New accounting standards and interpretations

The Company applied the same standards, interpretations and accounting policies in 2024 as applied in its financial statements for the year ended 31 August 2023, except for changes required to meet new IFRS requirements applicable from 1 January 2023.

Page 13

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.4

Going concern

The directors continue to adopt the going concern basis in the preparation of the financial statements.

The Company forms part of the Sodexo UK and Ireland group of companies, together the "UK&I Group", which is part of the wider Sodexo Group headed by Sodexo S.A., a company incorporated in France. The principal activity of the UK&I Group is to provide facilities management and catering services across the UK and Ireland, operating across various segments such as education, sports and leisure, corporate services, government and healthcare.

The Company meets its day to day working capital requirements from operational cash flows, cash pooling and intercompany loan arrangements within the UK&I Group. The UK&I Group has remained resilient throughout the adverse changes in the economic environment as a result of tight management of cash and balance sheet, and strong retention of existing contracts, alongside the spread of business across food and facilities management services, and across public and private sector clients as well as the strong inflation management processes in place. In addition, the UK&I Group continues to see opportunities for organic growth with new contracts in the pipeline. However, we remain prepared for further macro-economic impacts with agility, good commercial management, and careful cost control continuing to be critical.

To inform the basis of preparation of these accounts, the directors have considered cash and profit forecasts for forward trade of the UK&I Group for a period of at least 12 months from the date of approval of these accounts, based on the facts we have as at the date of approval of these financial statements. These forecasts include a severe but plausible downside scenario which models a deterioration in gross margin as a result of operational performance, a downturn in revenues due to contracts of key clients not being renewed and the under recovery of inflation. The forecasts indicate that the UK&I Group will continue to be resilient in the current macroeconomic environment. Routine peaks in cash requirements during the trading cycle will be funded from an overdraft facility with the parent company, Sodexo S.A., if necessary. In a worst-case scenario, the Company could draw upon additional funding from its ultimate parent company to enable it to meet its liabilities as they fall
due during the twelve month period from the signing of these accounts.

Sodexo S.A., which currently has a strong credit rating of Baa1 from Moody's Investors Service, has indicated its intention, by a letter of support, to continue to make available such funds as are needed by the Company during the going concern assessment period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Based on these analyses and facts, the directors believe that the Company will be able to continue to meet its liabilities as they fall due for at least the twelve month period following the date of approval of these accounts and therefore have prepared the financial statements on a going concern basis.

Page 14

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is pound sterling.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.

  
2.6

Leases

The Company as lessee

The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Company uses its incremental borrowing rate.

Lease payments included in the measurement of the lease liability comprise:

fixed lease payments (including in-substance fixed payments), less any lease incentives;
variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
the amount expected to be payable by the lessee under residual value guarantees; 
the exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

The lease liability is included in 'Creditors' on the Statement of Financial Position.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect
Page 15

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

the lease payments made.

The Company remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:

the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised discount rate.
the lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using the initial discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
a lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.

The Company did not make any such adjustments during the periods presented.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.15.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has not used this practical expedient.

 
2.7

Revenue

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Turnover from providing services is recognised in the accounting period in which the services are rendered. Turnover is recognised on the completion of contracts where contracts have a defined completion date. Turnover on continuing contracts is recognised when earned over the period of the contract.

Page 16

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

 
2.8

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 the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

  
2.9

Share based payments

The Company’s ultimate parent undertaking, Sodexo S.A. (“the Group”), operates an equity settled share-based payment scheme for the benefit of its employees. Sodexo S.A. recognises the economic cost of awarding share options to employees by recording an expense in the Statement of Comprehensive Income and equal to the fair value of the benefit awarded with the corresponding entry recorded in equity over the vesting period. The fair value of the shares is estimated by the Group at the date of grant based upon the share price at that date after deductions for dividends on the shares that will not be paid to beneficiaries during the vesting period. The fair value of the shares is subject to a performance condition based upon Total Shareholder Return and is estimated using a binomial model that reflects the vesting conditions. The Group carry out a reassessment of the number of shares that is likely to be delivered to beneficiaries based upon applicable vesting conditions on an annual basis. Any change in estimates is recognised in the Statement of Comprehensive Income with the corresponding value recorded in equity. The Company recognises their share of the share-based payment charge as an expense in the profit and loss account and in equity.

Page 17

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 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 the Statement of Comprehensive Income 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 reporting 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 reporting 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 reporting 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.

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:

Motor vehicles
-
Period of the lease term
Computer equipment
-
4 years

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 the Statement of Comprehensive Income.

Page 18

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

  
2.12

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of
financial assets and liabilities like trade and other debtors and creditors, loans from banks and other
third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and the best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount is reported in the Statement of Financial Position when there is an 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.

 
2.13

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.

 
2.14

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.

Page 19

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

2.Accounting policies (continued)

  
2.15

Impairment of Assets

At each reporting date, the Company reviews the carrying value of its intangible assets and property, plant and equipment (including right of use assets) to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss.

The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset, for which the estimates of future cash flows have not been adjusted. Any resulting changes are recognised in the Statement of Comprehensive Income in the period to which they relate.

 
2.16

Creditors

Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

Page 20

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. 

The estimates and judgements that have the most material impact on the financial performance and position of the Company are as follows:

i) Tangible fixed assets
The Company uses various tangible fixed assets to support the delivery of its services to clients. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives. Accounting policies for depreciation are intended to reflect management's estimation of the useful lives of the Company's tangible fixed assets. Management periodically reviews these estimates to ensure they remain appropriate.

ii) Lease terms
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated). Further details are set out in the accounting policies.

iii) Incremental borrowing rate

In determining the incremental borrowing rate, management have assessed the market rate of interest that would have to be paid to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. Management have made this assessment at the inception of each lease.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£000
£000

Travel and concierge services
2,454
2,178


Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
2,454
2,178


Page 21

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

5.


Operating profit

The operating profit is stated after charging:

2024
2023
£000
£000

Depreciation of owned tangible fixed assets
4
-

Depreciation of right-of-use tangible fixed assets
5
-

Exchange differences
2
(5)

Defined contribution pension cost
58
26


6.


Auditor's remuneration

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


2024
2023
£000
£000

Fees payable to the Company's auditor for the audit of the Company's financial statements
36
34

Page 22

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

7.


Employees

2024
2023
£000
£000

Wages and salaries
1,568
1,320

Social security costs
147
129

Contributions to defined contribution scheme
58
26

1,773
1,475


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Operational
49
44


8.


Directors' remuneration

2024
2023
£000
£000

Directors' remuneration for qualifying services
163
142

Company contributions to defined contribution pension schemes
5
1

168
143


During the year retirement benefits were accruing to no directors (2023 - NIL) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £163,000 (2023 - £142,000).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £5,000 (2023 - £1,000).

The highest paid director did not exercise share options during the year but was granted 262 share options (2023: 222) in the ultimate parent company.
The remuneration of three (
2023: three) directors is fully borne by other group companies.

Page 23

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

9.


Taxation


2024
2023
(restated)
£000
£000

Corporation tax


Current tax on profits for the year
59
45

Adjustments in respect of previous periods
(1)
5


Total current tax
58
50

Deferred tax


Origination and reversal of timing differences
(1)
(3)

Changes to tax rates
-
(1)

Adjustments in respect of prior years
3
(6)

Total deferred tax
2
(10)


Taxation on profit on ordinary activities
60
40

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard (2023 - blended) rate of corporation tax in the UK of25% (2023 - 21.5%). The differences are explained below:

2024
2023
(restated)
£000
£000


Profit on ordinary activities before tax
218
192


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 21.5%)
55
41

Effects of:


Non deductible expenditure
3
1

Adjustments to tax charge in respect of prior periods
2
(1)

Impact of rate change on deferred tax balances
-
(1)

Total tax charge for the year
60
40

Page 24

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024
 
9.Taxation (continued)


Factors that may affect future tax charges

The company is a member of the Sodexo S.A. Group which is expected to be a MNE within the scope of Pillar Two. The Group has carried out preliminary work and does not anticipate any significant impact from this measure in the UK. As at 31 August 2024, no deferred tax has been recognised in application of the amendment to FRS101 concerning the mandatory exemption from recognition of deferred tax in the financial statements in relation to Pillar Two income tax.


10.


Tangible fixed assets





Motor vehicles
Computer equipment
Total

£000
£000
£000



Cost


Additions
56
35
91



At 31 August 2024

56
35
91



Depreciation


Charge for the year on owned assets
-
4
4


Charge for the year on right-of-use assets
5
-
5



At 31 August 2024

5
4
9



Net book value



At 31 August 2024
51
31
82



At 31 August 2023
-
-
-

Page 25

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

11.


Debtors: Amounts falling due within one year

2024
2023
£000
£000


Trade debtors
117
77

Amounts owed by group undertakings
181
192

Prepayments
69
62

Deferred taxation
7
10

Contract assets
1
2

375
343


All amounts owed by group undertakings are receivable on demand, unsecured and interest free.


12.


Creditors: Amounts falling due within one year

2024
2023
(restated)
£000
£000

Amounts owed to group undertakings
-
39

Corporation tax
102
57

Other taxation and social security
154
91

Lease liabilities
15
-

Other creditors
257
119

Accruals
124
140

Contract liabilities
1
2

653
448



13.


Creditors: Amounts falling due after more than one year

2024
2023
£000
£000

Lease liabilities
36
-

36
-


Page 26

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

14.

Leases

Company as a lessee

Lease liabilities under IFRS 16 are due as follows:


Contractual undiscounted cash flows are due as follows:

2024
2023
£000
£000

Not later than one year
17
-

Between one year and five years
39
-

56
-




15.


Deferred taxation




2024


£000






At beginning of year
10


Charged to profit or loss
(3)



At end of year
7

The deferred tax asset is made up as follows:

2024
2023
£000
£000


Short-term timing differences
7
10

7
10

Page 27

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

16.


Share options and share-based payments

The Company’s ultimate parent undertaking, Sodexo S.A. (“the Group”), operates an equity settled share based payment scheme for the benefit of its employees. The scheme is open to specific individuals based upon performance conditions ranging from 10% to 100%, depending on the total number of shares awarded. Allocation is based upon number of shares held by specific employees. The performance criteria applied are directly linked to the Group's strategic priorities and are intended to measure performance in a global manner. The options will vest provided that the employee remains in service for 3 years from the date of the grant. The exercise price of the options is the market value at the date of grant after deductions for dividends on the shares that will be paid to beneficiaries during the vesting period. The options have a contractual life of 3 years. The Group has granted options and issued capital units to certain of the subsidiary undertakings’ members and employees. These awards give rise to share-based payment expenses incurred by the Group but are fully borne to the Company making equal capital contributions to the subsidiary undertakings to cover the expenses. The fair value of restricted shares subject to a performance condition based on Total Shareholder Return is estimated using a binomial model that takes into account the vesting conditions.


17.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



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

The Company has one class of ordinary share. Each share carries one voting right per share but no right to fixed income.



18.


Reserves

Share based payment reserve

The share based payment reserve represents the equity contributions in relation to the Group share option scheme.

Profit and loss account

The profit and loss account represents the cumulative profits and losses of the Company.

Page 28

 
SODEXO CIRCLES U.K LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 AUGUST 2024

19.


Prior year restatement

The prior year administrative expenses have been adjusted to reflect the actual amount charged in the Statement of Comprehensive Income in relation to accruals that should have been recorded. The effect of these restatements on these financial statements is summarised below. 

2023 
(as reported)
Restatement
2023
(as restated)
      £000
      £000
      £000

Administrative expenses

700

63

763
 
Profit after tax

201

(49)

152
 
Other creditors

56

63

119
 
Net assets

439

(49)

390
 


20.


Controlling party

The immediate parent undertaking is Sodexo Holdings Limited, a company registered in England and Wales. The ultimate parent company, Sodexo S.A, is the controlling related party, incorporated in France. 
The smallest group in which the results of the Company are consolidated is that headed by Sodexo S.A, incorporated in France. The consolidated financial statements of the group are available to the public and may be obtained from The Secretary, Sodexo S.A, 255 Quai de la Bataille de Stalingrad, 92866 Issy-Les-Moulineaux, France.

Page 29