Company No:
Contents
| DESIGNATED MEMBERS | JSR People Tech Ltd |
| SAPHR Consulting Limited | |
| Veritas Prime LLC | |
| VPNL Holding B.V. |
| REGISTERED OFFICE | Warehouse K |
| 2 Western Gateway | |
| London | |
| E16 1DR | |
| United Kingdom |
| REGISTERED NUMBER | OC420569 (England and Wales) |
| ACCOUNTANT | Gravita Business Services Limited |
| Aldgate Tower | |
| 2 Leman Street | |
| London | |
| E1 8FA | |
| United Kingdom |
| Note | 31.12.2024 | 31.01.2024 | ||
| £ | £ | |||
| Fixed assets | ||||
| Tangible assets | 3 |
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| 30,213 | 15,008 | |||
| Current assets | ||||
| Debtors | 4 |
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| Cash at bank and in hand |
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| 2,798,557 | 1,295,071 | |||
| Creditors: amounts falling due within one year | 5 | (
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(
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| Net current assets | 81,709 | 62,673 | ||
| Total assets less current liabilities | 111,922 | 77,681 | ||
| Creditors: amounts falling due after more than one year | 6 | (
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(
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| Provision for liabilities | (
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| Net assets attributable to members |
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| Represented by | ||||
| Loans and other debts due to members within one year | ||||
| Other amounts | 11 | 91,021 | 29,281 | |
| 91,021 | 29,281 | |||
| Members' other interests | ||||
| Members' capital classified as equity | 10 | 8,400 | 8,400 | |
| 8,400 | 8,400 | |||
| 99,421 | 37,681 | |||
| Total members' interests | ||||
| Loans and other debts due to members | 91,021 | 29,281 | ||
| Members' other interests | 8,400 | 8,400 | ||
| 99,421 | 37,681 |
Members' responsibilities:
The financial statements of EX3 Partner LLP (registered number:
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SAPHR Consulting Limited
Designated member |
VPNL Holding B.V.
Designated member |
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JSR People Tech Ltd
Designated member |
| EQUITY Members' other interests |
DEBT Loans and other debts due to members less any amounts due from members in debtors |
Total members' interests | |
|---|---|---|---|
| Members' capital (classified as equity) | Other amounts | Total | |
| £ | £ | £ | |
| Amounts due to members | 149,723 | ||
| Balance at 01 February 2023 | 8,400 | 149,723 | 158,123 |
| Members' remuneration charged as an expense, including employment and retirement benefit costs | 0 | 792,262 | 792,262 |
| Members' interest after result for the financial period/year | 8,400 | 941,985 | 950,385 |
| Drawings | 0 | (912,704) | (912,704) |
| Amounts due to members | 29,281 | ||
| Balance at 31 January 2024 | 8,400 | 29,281 | 37,681 |
| Members' remuneration charged as an expense, including employment and retirement benefit costs | 0 | 750,240 | 750,240 |
| Members' interest after result for the financial period/year | 8,400 | 779,521 | 787,921 |
| Drawings | 0 | (688,500) | (688,500) |
| Amounts due to members | 91,021 | ||
| Balance at 31 December 2024 | 8,400 | 91,021 | 99,421 |
There are no existing restrictions or limitations which impact the ability of the members of the LLP to reduce the amount of Members' other interests
The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period and to the preceding financial year, unless otherwise stated.
Veritas Prime LLP is a limited liability partnership, incorporated in the United Kingdom under the Limited Liability Partnerships Act 2000 and is registered in England and Wales. The address of the LLP's registered office is Warehouse K, 2 Western Gateway, London, E16 1DR, United Kingdom.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Limited Liability Partnerships Act 2000 as applicable to companies subject to the small companies regime and the requirements of the Statement of Recommended Practice Accounting by Limited Liability Partnerships issued in December 2021 (SORP 2022).
The financial statements are presented in pounds sterling which is the functional currency of the LLP and rounded to the nearest £.
The members have assessed the balance sheet and likely future cash flows at the date of approving these financial statements. The LLP’s trading activity continues to be profitable and cash generative. Based on this, the members have a reasonable expectation that the LLP has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, the members continue to adopt the going concern basis in preparing the financial statements.
The current reporting period length is from 01 February 2024 to 31 December 2024. The comparative accounting period commenced on 1 February 2023 to 31 January 2024. Therefore, the comparative figures are not entirely comparable.
Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.
Defined contribution schemes
The LLP operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial period. Differences between contributions payable in the financial period and contributions actually paid are included as either accruals or prepayments in the Statement of Financial Position.
Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| Office equipment |
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The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Statement of Financial Position date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.
Non-financial assets
If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax 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.
Where it is not possible to estimate the recoverable amount of an individual asset, the LLP estimates the recoverable amount of the cash-generating unit to which the asset belongs. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Financial assets
Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Financial assets and financial liabilities are recognised when the LLP becomes a party to the contractual provisions of the instrument.
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 LLP after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the LLP intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the LLP transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the LLP, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group LLPs and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the LLP’s contractual obligations expire or are discharged or cancelled.
Members' participation rights are the rights of a member against the LLP that arise under the members' agreement (for example, in respect of amounts subscribed or otherwise contributed, remuneration and profits).
Members' participation rights in the earnings or assets of the LLP are analysed between those that are, from the LLP's perspective, either a financial liability or equity, in accordance with FRS 25 (IAS 32) Financial Instruments: Disclosure and Presentation and UITF abstract 39 Members' shares in co-operative entities and similar instruments. A members' participation right results in a liability unless the right to any payment is discretionary on the part of the LLP.
Amounts subscribed or otherwise contributed by members, for example members' capital, are classed as equity if the LLP has an unconditional right to refuse payments to members. If the LLP does not have such an unconditional right, such amounts are classified as liabilities.
Where profits are automatically divided as they arise, so the LLP does not have an unconditional right to refuse payment, the amounts arising that are due to members are in the nature of liabilities. They are therefore treated as an expense in the Profit and Loss Account in the relevant year. To the extent that they remain unpaid at the year end, they are shown as liabilities in the Statement of Financial Position.
Conversely, where profits are divided only after a decision by the LLP or its representative, so that the LLP has an unconditional right to refuse payment, such profits are classed as an appropriation of equity rather than as an expense. They are therefore shown as a residual amount available for discretionary division among members in the Profit and Loss Account and are equity appropriations in the Statement of Financial Position.
All amounts due to members that are classified as liabilities are presented in the Statement of Financial Position within 'Loans and other debts due to members' and are charged to the Profit and Loss Account within 'Members' remuneration charged as an expense'. Amounts due to members that are classified as equity are shown in the Statement of Financial Position within 'Members' other interests'.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Statement of Financial Position date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
| Period from 01.02.2024 to 31.12.2024 |
Year ended 31.01.2024 |
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| Number | Number | ||
| Monthly average number of persons employed by the LLP during the period |
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Members' remuneration paid under the terms of the LLP agreement was £750,234 (Year ended 31.01.2024: £792,262).
| Office equipment | Total | ||
| £ | £ | ||
| Cost | |||
| At 01 February 2024 |
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| Additions |
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| At 31 December 2024 |
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| Accumulated depreciation | |||
| At 01 February 2024 |
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| Charge for the financial period |
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| At 31 December 2024 |
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| Net book value | |||
| At 31 December 2024 |
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| At 31 January 2024 |
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| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| Trade debtors |
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| Accrued income |
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| Other debtors |
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| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| Bank loans |
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| Trade creditors |
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| Other taxation and social security |
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| Other creditors |
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| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| Bank loans |
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Commitments
Total future minimum lease payments under non-cancellable operating leases are as follows:
| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| within one year |
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| between one and five years |
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Pensions
The LLP operates a defined contribution pension scheme for the members and employees. The assets of the scheme are held separately from those of the LLP in an independently administered fund.
| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| Unpaid contributions due to the fund (inc. in other creditors) |
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Included in other creditors is a royalty fee of £364,315 (Year ended 31.01.2024: £277,423) payable to Veritas Prime LLC, a designated member of the LLP.
In parallel, Veritas Prime LLP is in discussions to terminate the Management Services Agreement that governs its commercial relationship with its US affiliate, Veritas Prime LLC. The parties also are negotiating Veritas Prime LLP’s potential acquisition of the US affiliate’s 16% partnership interest in Veritas Prime LLP.
As of the date of these financial statements, negotiations are ongoing as to the final terms of the termination of the Management Services Agreement (including the ongoing provision of certain services by the US affiliate to Veritas Prime LLP) and the potential sale of Veritas Prime LLC’s partnership interest in Veritas Prime LLP.
| 31.12.2024 | 31.01.2024 | ||
| £ | £ | ||
| SAPHR Consulting Limited | 2,800 | 2,800 | |
| JSR PeopleTech Ltd | 2,800 | 2,800 | |
| VPNL Holding B.V. | 2,800 | 2,800 | |
| 8,400 | 8,400 |
Ownership and profit share
In accordance with the LLP agreement, the group structure is as follows:
• 16% Veritas Prime LLC and
• 28% each for SAPHR Consulting Limited, JSR People Tech Ltd and VPNL Holding B.V.
For the profit share, the split is 1/3 (33.33%) each excluding Veritas Prime LLC. Veritas Prime LLC is entitled to royalties and commission and not profit share.
Saphr Consulting Limited
| 31.12.2024 | |
| £ | |
| Opening balance at 1 February 2024 | 9,760 |
| Profit for the period | 250,078 |
| Drawings in the period | (229,500) |
| 30,338 |
JSR PeopleTech Ltd
| 31.12.2024 | |
| £ | |
| Opening balance at 1 February 2024 | 9,760 |
| Profit for the period | 250,078 |
| Drawings in the period | (229,500) |
| 30,338 |
VPNL Holdings B.V.
| 31.12.2024 | |
| £ | |
| Opening balance at 1 February 2024 | 9,760 |
| Profit for the period | 250,078 |
| Drawings in the period | (229,500) |
| 30,338 |
The total profit share in the period was £750,234 (Year ended 31.01.2024: £792,262). The total members' drawings in the period was £688,500 (Year ended 31.01.2024: £912,704), resulting in amounts owed to members at period end as £91,021 (Year ended 31.01.2024: £29,281).
In the opinion of the members, there is no one ultimate controlling party.