Registration number:
Pleo Capital UK Ltd
for the Period from 26 June 2023 to 30 June 2024
Pleo Capital UK Ltd
Contents
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Company Information |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Statement of Comprehensive Income |
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Statement of Financial Position |
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Statement of Changes in Equity |
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Notes to the Financial Statements |
Pleo Capital UK Ltd
Company Information
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Directors |
T Fink J Rindom |
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Registered office |
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Independent auditor |
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Pleo Capital UK Ltd
Directors' Report
for the Period from 26 June 2023 to 30 June 2024
The directors present their report and the financial statements for the period from 26 June 2023 to 30 June 2024.
Principal activity
The principal activity of the company is that of providing credit services to it's fellow subsidiary undertaking under the broader Pleo umbrella.
Directors of the company
The directors who held office during the period and up to the date of approval of this report were as follows:
Going concern
The directors have considered the company’s financial position, liquidity and future performance together with financial projections for the company and over the foreseeable future.The company have also reviewed the ongoing committed financial support from the company's parent undertaking and are confident that this will be available for the foreseeable future. After making enquiries, the directors are satisfied that the company has sufficient resources to continue in operation for the foreseeable future, being at least 12 months form the date of signing the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the company's financial statements.
Pleo Capital UK Limited is reliant on the support of Pleo Holding Aps as the parent company which is committed to the UK market and has demonstrated its support through a letter of support.
Events after the financial period
There have been no significant events between the year end and the date of approval of these financial statements which would require a change to, or disclosure in, the financial statements.
Disclosure of information to the auditors
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information (as defined by section 418 of the Companies Act 2006) and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
Reappointment of auditors
During the period, the directors appointed Shaw Gibbs (Audit) Limited to act as the company's auditor. Shaw Gibbs (Audit) Limited are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Pleo Capital UK Ltd
Directors' Report
for the Period from 26 June 2023 to 30 June 2024 (continued)
Small companies provision statement
The directors have taken advantage of the small companies exemptions provided by sections 414B and 415A of the Companies Act 2006 from the requirement to prepare a strategic report and in preparing the directors’ report on the grounds that the company is entitled to prepare its accounts for the year in accordance with the small companies regime.
Approved and authorised by the
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Pleo Capital UK Ltd
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law),including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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 enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.
Pleo Capital UK Ltd
Independent Auditor's Report to the Member of
Pleo Capital UK Ltd
Opinion
We have audited the financial statements of Pleo Capital UK Ltd (the 'company') for the period from 26 June 2023 to 30 June 2024, which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of 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:
• | give a true and fair view of the state of the company's affairs as at 30 June 2024 and of its loss for the period 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 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 director's 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 original financial statements were authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Pleo Capital UK Ltd
Independent Auditor's Report to the Member of
Pleo Capital UK Ltd (continued)
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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the Directors' Report has been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our 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 where 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; |
• | the directors were not entitled to take advantage of the small companies’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities [set out on page 4], 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 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:
Pleo Capital UK Ltd
Independent Auditor's Report to the Member of
Pleo Capital UK Ltd (continued)
The extent to which the audit was considered capable of detecting irregularities including fraud
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Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: |
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the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements; |
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we obtained an understanding of the legal and regulatory frameworks that the company operates in, and identified the laws and regulations applicable to the company through discussions with directors and other management, and from our cumulative audit and commercial knowledge and experience of the company; |
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we focused on specific laws and regulations which we considered may have a direct material effect on the determination of material amounts and disclosures in the financial statements or the operations of the company, including the Companies Act 2006 and taxation legislation. We also considered and identified laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty, including the Bribery Act and Anti-Money Laundering regulations; |
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we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and |
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identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non compliance throughout the audit. |
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We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: |
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making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and |
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considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
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We are also required to perform specific procedures to respond to the risk of management bias and override of controls. To address this, we performed analytical procedures to identify any unusual or unexpected relationships; tested journal entries to identify unusual transactions. |
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In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
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agreeing financial statement to disclosures underlying supporting documentation; |
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enquiring of management as to actual and potential litigation and claims; and |
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reviewing correspondence with HMRC, analysing legal costs to ascertain if there have been instances of non-compliance with laws and regulations. |
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Pleo Capital UK Ltd
Independent Auditor's Report to the Member of
Pleo Capital UK Ltd (continued)
Use of our report
This report is made solely to the company’s member, 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 member 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 member as a body, for our audit work, for this report, or for the opinions we have formed.
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For and on behalf of
Salatin House
19 Cedar Road
Surrey
SM2 5DA
Pleo Capital UK Ltd
Statement of Comprehensive Income
for the Period from 26 June 2023 to 30 June 2024
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Note |
26 Jun 23 |
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Revenue |
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Administrative expenses |
( |
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Operating loss |
(254,996) |
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Other interest receivable and similar income |
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Interest payable and similar expenses |
( |
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Loss before tax |
( |
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Taxation |
- |
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Loss for the financial period |
( |
Continuing operations
The above results were derived wholly from continuing operations.
Pleo Capital UK Ltd
(Registration number: 14962760)
Statement of Financial Position as at 30 June 2024
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Note |
2024 |
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Current assets |
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Receivables |
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Cash at bank and in hand |
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Payables: Amounts falling due within one year |
( |
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Net liabilities |
( |
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Equity |
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Called up share capital |
1 |
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Retained earnings |
(510,414) |
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Shareholders' deficit |
(510,413) |
The financial statements of Pleo Capital UK Ltd were approved and authorised for issue by the
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Director
Pleo Capital UK Ltd
Statement of Changes in Equity
for the Period from 26 June 2023 to 30 June 2024
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Share capital |
Retained earnings |
Total |
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Loss for the period |
- |
( |
( |
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New share capital subscribed |
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- |
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At 30 June 2024 |
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( |
( |
Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024
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General information |
Pleo Capital UK Ltd (the 'company') is a private company limited by share capital, registered in England and Wales under the Companies Act. The address of the registered office is given on page 1. The nature of the company’s operations and its principal activities are set out in the directors' report on page 2.
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Accounting policies |
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
The functional currency of the company is considered to be pound sterling (£) because that is the currency of the primary economic environment in which the company operates. The financial statements are presented in pound sterling (£).
Going concern
The directors have considered the company’s financial position, liquidity and future performance together with financial projections for the company and over the foreseeable future.The company have also reviewed the ongoing committed financial support from the company's parent undertaking and are confident that this will be available for the foreseeable future. After making enquiries, the directors are satisfied that the company has sufficient resources to continue in operation for the foreseeable future, being at least 12 months form the date of signing the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the company's financial statements.
Pleo Capital UK Limited is reliant on the support of Pleo Holding Aps as the parent company which is committed to the UK market and has demonstrated its support through a letter of support.
Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Accounting policies (continued) |
Summary of disclosure exemptions
The company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it in respect of its separate financial statements. The company is consolidated in the financial statements of its parent, Pleo Holding Aps, which may be obtained from Ravnsborg Tværgade 5 C, 4. Copenhagen N, 2200, Denmark. Exemptions have been taken in these separate company financial statements in relation to financial instruments, presentation of a cash flow statement, transactions with group entities and remuneration of key management personnel.
Critical judgements and key sources of estimation uncertainties
There were no key sources of estimation uncertainties or critical judgements made by the directors in the process of applying the company’s accounting policies with significant effect on the amounts recognised in the financial statements.
Revenue recognition
Revenue comprises interest income, fees and charges in relation to the credit services offered. The company recognises revenue when the amount of revenue can be reliably measured and it is probable that future economic benefits will flow to the company.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and are subject to an insignificant risk of change in value.
Receivables
Receivables are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade receivables is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.
Payables
Payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Payables are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Accounting policies (continued) |
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the statement of comprehensive income over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Financial instruments
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Revenue |
The analysis of the company's Revenue for the period from continuing operations is as follows:
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2024 |
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Interest and fees |
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Interest receivable and similar income |
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2024 |
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Interest income on bank deposits |
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Interest payable and similar expenses |
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2024 |
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Interest on bank borrowings |
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Financing arrangement fees |
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Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Staff numbers |
The average number of persons employed by the company (including directors) during the year was
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Directors' remuneration |
No remuneration was paid to the directors during the year and preceding year. They were remunerated by other group undertakings.
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Auditors' remuneration |
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2024 |
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Audit of the financial statements |
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Taxation |
Tax charged/(credited) in the statement of comprehensive income
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26 Jun 23 |
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Current taxation |
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UK corporation tax |
- |
The tax on profit before tax for the period is higher than the standard rate of corporation tax in the UK of
The differences are reconciled below:
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26 Jun 23 |
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Loss before tax |
( |
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Corporation tax at standard rate |
( |
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Effect of tax losses |
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Total tax charge/(credit) |
- |
Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Taxation (continued) |
Deferred tax
The company has £510,414 of unused tax losses for which no deferred tax asset is recognised in the statement of financial position.
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Receivables |
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2024 |
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Amounts owed by group undertakings |
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Other receivables |
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Accrued income |
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The amount receivable from group undertakings disclosed as falling within one year is unsecured, payable on demand and is non-interest bearing.
Included within other receivables is an amount of £4,589,218 in respect of customer loan receivables assigned from a fellow subsidiary undertaking. These balances are interest-bearing and are repayable within one year.
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Cash and cash equivalents |
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2024 |
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Cash at bank |
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Payables |
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2024 |
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Due within one year |
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Bank borrowings |
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Trade payables |
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Amounts due to group undertakings |
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Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Payables (continued) |
The bank borrowings are secured by fixed and floating charges over the company’s assets and are repayable in full each month under a 3 year revolving credit facility which expires 19 April 2027. Interest is payable at 6.5% over base rate.
The amounts owed to group undertakings disclosed as falling within one year are unsecured, payable on demand and is non-interest bearing.
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Share capital and reserves |
Allotted, called up and not fully paid shares
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2024 |
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No. |
£ |
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1 |
New shares allotted
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During the period 1 ordinary share having an aggregate nominal value of £ |
Reserves
The retained earnings reserve represents cumulative profit or losses net of dividends paid and other adjustments.
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Parent and ultimate parent undertaking |
The company's immediate parent is
The most senior parent entity producing publicly available financial statements is
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Related party transactions |
The company is a wholly owned subsidiary member of its group and has therefore taken advantage of the provisions of Section 33. 1A of FRS 102 the "The Financial Reporting Standard applicable in the UK and Republic of Ireland" not to disclose transactions with entities that are wholly owned members of the group.
There were no other related party transactions to disclose.
Pleo Capital UK Ltd
Notes to the Financial Statements
for the Period from 26 June 2023 to 30 June 2024 (continued)
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Events after the financial period |
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