Colortokens UK Limited |
Registered number: |
10789448 |
Director's Report |
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The directors present their report and financial statements for the year ended 31 May 2024. |
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Principal activities |
The principal activity of the company for the year changed to being a cost centre for its US parent, Colortokens Inc. |
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Directors |
The following persons served as directors during the year: |
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Hutoxi Parvez Irani |
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Vikram Nandlal Mangharam (appointed 15 September 2024) |
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Principal risks and uncertainties |
The principal risk associated with the company is one of liquidity risk in that the company’s funding requirements are entirely met by remittances from its parent company, |
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Director's responsibilities |
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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. |
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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. |
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Other information |
The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 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. |
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Opinions on other matters 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 strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. |
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Matters on which we are required to report by exception |
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 a Report of the Auditors 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. |
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The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Detecting irregularities: |
- We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the reporting framework including the Companies Act 2006 and the relevant tax compliance regulations in the UK. |
- We understood how the Company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. |
- We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur by discussing with management to understand where it considered there was a susceptibility to fraud. Where the risk was considered to be high, we performed audit procedures to address each identified fraud risk. These procedures included testing manual journals and were designed to provide reasonable assurance that the financial statements were free from fraud and error. |
- Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified in the paragraphs above. Our procedures involved journal entry testing, with a focus on journals indicating large or unusual transactions based on our understanding of the business, enquiries of Company management and focused testing. In addition, we completed procedures to conclude on the compliance of the disclosures in the Annual Report and Accounts with the requirements of the relevant accounting standards and UK legislation. |
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 Report of the Auditors. |
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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 a Report of the Auditors 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. |
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Mark Arber |
for and on behalf of |
Mark Arber Limited |
Statutory Auditor |
Chartered Certified Accountants & Statutory Auditors |
71-75 Shelton Street |
London |
WC2H 9JQ |
27 June 2025 |
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Colortokens UK Limited |
Notes to the Accounts |
for the year ended 31 May 2024 |
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1 |
Summary of significant accounting policies |
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Basis of preparation |
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The financial statements have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. |
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Going concern |
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The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons. |
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The directors have assessed the cash flow position for a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably possible downsides, the company will have sufficient funds to meet its liabilities as they fall due for that period. Those assessments are dependent on Colortokens Inc. USA, providing continued financial support during that period. Colortokens Inc. USA has confirmed its intention to continue to make available such funds as are needed by the company for the period covered by the assessment. Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis. |
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Turnover |
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Turnover is the total amount receivable by the company for services provided, excluding VAT and trade discounts. Turnover is recognised when the related services are performed. |
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Tangible fixed assets |
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Debtors |
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Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. |
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Creditors |
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Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method. |
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Taxation |
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A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period. Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted. |
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Provisions |
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Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably. |
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Foreign currency translation |
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Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss. |
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Pensions |
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Contributions to defined contribution plans are expensed in the period to which they relate. |
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2 |
Other operating income |
2024 |
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2023 |
£ |
£ |
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Expenses recharged to the parent company during the year |
782,888 |
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950,522 |
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3 |
Auditor’s remuneration |
2024 |
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2023 |
£ |
£ |
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Fees payable to the company’s auditors for the audit of the company |
2,725 |
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2,250 |
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4 |
Employees |
2024 |
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2023 |
Number |
Number |
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Including directors |
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Average number of persons employed by the company |
6 |
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6 |
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6 |
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6 |
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5 |
Interest payable |
2024 |
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2023 |
£ |
£ |
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Other loans |
15,139 |
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15,682 |
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15,139 |
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15,682 |
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6 |
Taxation |
2024 |
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2023 |
£ |
£ |
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Analysis of charge in period |
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Current tax: |
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UK corporation tax on profits of the period |
8,073 |
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5,784 |
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8,073 |
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5,784 |
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R & D tax credit |
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Deferred tax: |
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Origination and reversal of timing differences |
1,113 |
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(73) |
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1,113 |
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(73) |
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Tax on profit on ordinary activities |
9,186 |
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5,711 |
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7 |
Tangible fixed assets |
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Plant and machinery |
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At cost |
£ |
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Cost or valuation |
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At 1 June 2023 |
1,550 |
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Additions |
5,077 |
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At 31 May 2024 |
6,627 |
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Depreciation |
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At 1 June 2023 |
516 |
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Charge for the year |
874 |
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At 31 May 2024 |
1,390 |
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Carrying amount |
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At 31 May 2024 |
5,237 |
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At 31 May 2023 |
1,034 |
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8 |
Debtors |
2024 |
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2023 |
£ |
£ |
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Amounts owed by group undertakings |
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306,778 |
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235,319 |
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Other debtors |
10,162 |
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3,995 |
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316,940 |
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239,314 |
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9 |
Creditors: amounts falling due within one year |
2024 |
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2023 |
£ |
£ |
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Trade creditors |
222 |
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- |
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Amounts owed to group undertakings |
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323,609 |
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308,596 |
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Corporation tax |
8,073 |
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5,784 |
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Other taxes and social security costs |
40,593 |
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21,932 |
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Other creditors |
26,772 |
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6,535 |
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399,269 |
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342,847 |
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10 |
Deferred taxation |
2024 |
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2023 |
£ |
£ |
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Accelerated capital allowances |
1,310 |
|
197 |
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1,310 |
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197 |
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2024 |
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2023 |
£ |
£ |
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At 1 June |
197 |
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270 |
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Charged/(credited) to the profit and loss account |
1,113 |
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(73) |
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At 31 May |
1,310 |
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197 |
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11 |
Share capital |
Nominal |
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2024 |
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2024 |
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2023 |
value |
Number |
£ |
£ |
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Allotted, called up and fully paid: |
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Ordinary shares |
£1 each |
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- |
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1,000 |
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1,000 |
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1,000 |
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1,000 |
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12 |
Profit and loss account |
2024 |
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2023 |
£ |
£ |
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At 1 June |
(58,721) |
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(82,591) |
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Profit for the financial year |
28,190 |
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23,870 |
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At 31 May |
(30,531) |
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(58,721) |
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13 |
Presentation currency |
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The financial statements are presented in Sterling. |
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14 |
Related party transactions |
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The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland, not to disclose related party transactions with wholly owned subsidiaries within the group. |
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15 |
Controlling party |
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The company is a subsidiary of Colortokens, Inc. a general corporation registered (file number 5628251) in the state of Delaware, United States of America. |
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16 |
Other information |
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Colortokens UK Limited is a private company limited by shares and incorporated in England. Its registered office is: |
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C/O Tax Partners, Chartered Accountants |
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60 Grays Inn Road |
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London |
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England |
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WC1X 8AQ |