Registered number
10789448
Colortokens UK Limited
Report and Financial Statements
31 May 2024
Colortokens UK Limited
Report and accounts
Contents
Page
Company information 1
Director's report 2
Independent auditor's report 3
Profit and loss account 4
Balance sheet 5
Statement of changes in equity 6
Notes to the financial statements 7
Colortokens UK Limited
Company Information
Director
Hutoxi Parvez Irani
Vikram Nandlal Mangharam
Auditors
Mark Arber Limited
71-75 Shelton Street
London
London
WC2H 9JQ
Registered office
C/O Tax Partners, Chartered Accountants
60 Grays Inn Road
London
England
WC1X 8AQ
Registered number
10789448
Colortokens UK Limited
Registered number: 10789448
Director's Report
The directors present their report and financial statements for the year ended 31 May 2024.
Principal activities
The principal activity of the company for the year changed to being a cost centre for its US parent, Colortokens Inc.
Directors
The following persons served as directors during the year:
Hutoxi Parvez Irani
Vikram Nandlal Mangharam (appointed 15 September 2024)
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,
Director's responsibilities
The directors are responsible for preparing the report and financial statements in accordance with applicable law and regulations.
The Companies Act 2006 requires the directors to prepare financial statements for each financial year which 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 those financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.
Disclosure of information to auditors
The directors confirms that:
so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and
They have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.
This report has been prepared in accordance with the provisions in Part 15 of the Companies Act 2006 applicable to companies subject to the small companies regime.
This report was approved by the board on 27 June 2025 and signed on its behalf.
Vikram Nandlal Mangharam
Director
Colortokens UK Limited
Independent auditor's report
to the member of Colortokens UK Limited
Opinion
We have audited the financial statements of Colortokens UK Limited (the 'company') for the year ended 31 May 2024 which comprise the Income Statement, the Statement of Financial Position, the Statement of Changes in Equity 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 the 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 31 May 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice;
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
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 Report of the Directors.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors’ remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue 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.
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.
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.
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
Colortokens UK Limited
Income Statement
for the year ended 31 May 2024
Notes 2024 2023
£ £
Administrative expenses (730,470) (905,259)
Other operating income 2 782,888 950,522
Operating profit 52,418 45,263
Interest receivable 97 -
Interest payable 5 (15,139) (15,682)
Profit on ordinary activities before taxation 37,376 29,581
Tax on profit on ordinary activities 6 (9,186) (5,711)
Profit for the financial year 28,190 23,870
Colortokens UK Limited
Balance Sheet
as at 31 May 2024
Notes 2024 2023
£ £
Fixed assets
Tangible assets 7 5,237 1,034
5,237 1,034
Current assets
Debtors 8 316,940 239,314
Cash at bank and in hand 48,871 44,975
365,811 284,289
Creditors: amounts falling due within one year 9 (399,269) (342,847)
Net current liabilities (33,458) (58,558)
Total assets less current liabilities (28,221) (57,524)
Provisions for liabilities
Deferred taxation 10 (1,310) (197)
(1,310) (197)
Net liabilities (29,531) (57,721)
Capital and reserves
Called up share capital 11 1,000 1,000
Profit and loss account 12 (30,531) (58,721)
Total equity (29,531) (57,721)
Vikram Nandlal Mangharam
Director
Approved by the board on 27 June 2025
Colortokens UK Limited
Statement of Changes in Equity
for the year ended 31 May 2024
Share Profit Total
capital and loss
account
£ £ £
At 1 June 2022 1,000 (82,591) (81,591)
Profit for the financial year 23,870 23,870
Total comprehensive income for the financial year - 23,870 23,870
At 31 May 2023 1,000 (58,721) (57,721)
At 1 June 2023 1,000 (58,721) (57,721)
Profit for the financial year 28,190 28,190
Total comprehensive income for the financial year - 28,190 28,190
At 31 May 2024 1,000 (30,531) (29,531)
Colortokens UK Limited
Notes to the Accounts
for the year ended 31 May 2024
1 Summary of significant accounting policies
Basis of preparation
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.
Going concern
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
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.
Turnover
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.
Tangible fixed assets
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:
Plant and machinery straight line method over 3 years
Debtors
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.
Creditors
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.
Taxation
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.
Provisions
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.
Foreign currency translation
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.
Pensions
Contributions to defined contribution plans are expensed in the period to which they relate.
2 Other operating income 2024 2023
£ £
Expenses recharged to the parent company during the year 782,888 950,522
3 Auditor’s remuneration 2024 2023
£ £
Fees payable to the company’s auditors for the audit of the company 2,725 2,250
4 Employees 2024 2023
Number Number
Including directors
Average number of persons employed by the company 6 6
6 6
5 Interest payable 2024 2023
£ £
Other loans 15,139 15,682
15,139 15,682
6 Taxation 2024 2023
£ £
Analysis of charge in period
Current tax:
UK corporation tax on profits of the period 8,073 5,784
8,073 5,784
R & D tax credit
Deferred tax:
Origination and reversal of timing differences 1,113 (73)
1,113 (73)
Tax on profit on ordinary activities 9,186 5,711
7 Tangible fixed assets
Plant and machinery
At cost
£
Cost or valuation
At 1 June 2023 1,550
Additions 5,077
At 31 May 2024 6,627
Depreciation
At 1 June 2023 516
Charge for the year 874
At 31 May 2024 1,390
Carrying amount
At 31 May 2024 5,237
At 31 May 2023 1,034
8 Debtors 2024 2023
£ £
Amounts owed by group undertakings 306,778 235,319
Other debtors 10,162 3,995
316,940 239,314
9 Creditors: amounts falling due within one year 2024 2023
£ £
Trade creditors 222 -
Amounts owed to group undertakings 323,609 308,596
Corporation tax 8,073 5,784
Other taxes and social security costs 40,593 21,932
Other creditors 26,772 6,535
399,269 342,847
10 Deferred taxation 2024 2023
£ £
Accelerated capital allowances 1,310 197
1,310 197
2024 2023
£ £
At 1 June 197 270
Charged/(credited) to the profit and loss account 1,113 (73)
At 31 May 1,310 197
11 Share capital Nominal 2024 2024 2023
value Number £ £
Allotted, called up and fully paid:
Ordinary shares £1 each - 1,000 1,000
1,000 1,000
12 Profit and loss account 2024 2023
£ £
At 1 June (58,721) (82,591)
Profit for the financial year 28,190 23,870
At 31 May (30,531) (58,721)
13 Presentation currency
The financial statements are presented in Sterling.
14 Related party transactions
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.
15 Controlling party
The company is a subsidiary of Colortokens, Inc. a general corporation registered (file number 5628251) in the state of Delaware, United States of America.
16 Other information
Colortokens UK Limited is a private company limited by shares and incorporated in England. Its registered office is:
C/O Tax Partners, Chartered Accountants
60 Grays Inn Road
London
England
WC1X 8AQ
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