Company registration number 07094346 (England and Wales)
SPARC MALVERN LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
PAGES FOR FILING WITH REGISTRAR
SPARC MALVERN LIMITED
CONTENTS
Page
Balance sheet
4
Notes to the financial statements
5 - 8
SPARC MALVERN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SPARC MALVERN LIMITED
- 1 -
Opinion

We have audited the financial statements of Sparc Malvern Limited (the 'company') for the year ended 30 September 2024 which comprise , the balance sheet and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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.

Emphasis of matter - Financial statements prepared other than on a going concern basis

We draw your attention to note 1.2 in the financial statements, which indicates that the financial statements have been prepared on a basis other than that of a going concern basis. Our opinion is not modified in respect of this matter.

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 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 our audit:

SPARC MALVERN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SPARC MALVERN LIMITED (CONTINUED)
- 2 -
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 director's 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:

 

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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 these financial statements.

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

Extent to which the audit was considered capable of detecting irregularities including fraud

- an understanding of the risk assessment process (including the assessment of the risk of fraud) adopted by the Board is obtained and their attitude to risk ascertained

 

- an assessment of the susceptibility to material mis-statement of the financial statements as a result of management over-ride or fraud is made

Audit response to risks identified

The information obtained through the assessment to risk procedures is reviewed and the following work undertaken:

 

- processes to test the outcomes of our assessment include analytical review, substantive testing of significant accounting values, information disclosed in the financial statements is traced to supporting documentation. In all instances it is acknowledged that material mis-statements that arise from fraud may involve deliberate concealment or collusion and are, therefore, by their very nature harder to detect than those arising from error.

 

It should be noted that Auditing standards limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

SPARC MALVERN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SPARC MALVERN LIMITED (CONTINUED)
- 3 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in 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.

David Farebrother BSc(Hons) BFP ACA
Senior Statutory Auditor
For and on behalf of Kendall Wadley LLP
25 March 2025
Chartered Accountants
Statutory Auditor
Granta Lodge
71 Graham Road
Malvern
Worcestershire
WR14 2JS
SPARC MALVERN LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 4 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
4
43,450
2,000,000
Current assets
-
-
Creditors: amounts falling due within one year
5
-
0
(2,280)
Net current liabilities
-
0
(2,280)
Total assets less current liabilities
43,450
1,997,720
Creditors: amounts falling due after more than one year
6
-
0
(1,952,910)
Net assets
43,450
44,810
Capital and reserves
Called up share capital
100
100
Share premium account
31,920
31,920
Profit and loss reserves
11,430
12,790
Total equity
43,450
44,810

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 25 March 2025 and are signed on its behalf by:
Mr S T Gidman
Director
Company registration number 07094346 (England and Wales)
SPARC MALVERN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 5 -
1
Accounting policies
Company information

Sparc Malvern Limited is a private company limited by shares incorporated in England and Wales. The registered office is Granta Lodge, 71 Graham Road, Malvern, Worcestershire, WR14 2JS.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Sparc Malvern Limited is a wholly owned subsidiary of Fortress Technology (Europe) Limited and the results of Sparc Malvern Limited are included in the consolidated financial statements of Fortress Technology (Europe) Limited which are available from the registered office, Granta Lodge, 71 Graham Road, Malvern, Worcestershire, WR14 2JS.

1.2
Going concern

A decision was made to hive the trade of Sparc Systems Limited into Fortress Technology (Europe) Limited. Accordingly, under FRS 102, Sparc Malvern Limited and it's subsidiary Sparc Systems Limited is no longer deemed a going concern. The trade and the contracts of Sparc Systems Limited have been novated to Fortress Technology (Europe) Limited. The accounting presentation has been amended and any such change in policy that is required from this will be highlighted within the relevant accounting policy.

1.3
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.4
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ 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.

SPARC MALVERN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 6 -
Classification of 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 deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including loans from fellow group companies 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.

1.5
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
1
2
4
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
43,450
2,000,000

This represents a 100% holding in the subsidiary undertaking Sparc Systems Limited, a company incorporated in England & Wales.

SPARC MALVERN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
4
Fixed asset investments
(Continued)
- 7 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 October 2023 & 30 September 2024
2,000,000
Impairment
At 1 October 2023
-
Impairment losses
1,956,550
At 30 September 2024
1,956,550
Carrying amount
At 30 September 2024
43,450
At 30 September 2023
2,000,000
5
Creditors: amounts falling due within one year
2024
2023
£
£
Other creditors
-
0
2,280
6
Creditors: amounts falling due after more than one year
2024
2023
£
£
Amounts owed to group undertakings
-
0
1,952,910
7
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Emphasis of matter - Financial statements prepared other than on a going concern basis

We draw your attention to note 1.2 in the financial statements, which indicates that the financial statements have been prepared on a basis other than that of a going concern basis. Our opinion is not modified in respect of this matter.

Senior Statutory Auditor:
David Farebrother BSc(Hons) BFP ACA
Statutory Auditor:
Kendall Wadley LLP
Date of audit report:
25 March 2025
SPARC MALVERN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
8
Parent company

The company's parent is Fortress Technology (Europe) Limited and ultimate parent is Fortress Technology Inc. The company's accounts are in included in the groups accounts, copies of which are available from its registered office 51 Grand Marshall Drive, Scarborough, Ontario, Canada M1B 5NS.

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