| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Audited Financial Statements for the Year Ended 31 January 2025 |
| for |
| Docker (UK) Limited |
| REGISTERED NUMBER: |
| Strategic Report, Report of the Directors and |
| Audited Financial Statements for the Year Ended 31 January 2025 |
| for |
| Docker (UK) Limited |
| Docker (UK) Limited (Registered number: 09055295) |
| Contents of the Financial Statements |
| for the Year Ended 31 January 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 3 |
| Report of the Independent Auditors | 4 |
| Income Statement | 7 |
| Other Comprehensive Income | 8 |
| Balance Sheet | 9 |
| Statement of Changes in Equity | 10 |
| Cash Flow Statement | 11 |
| Notes to the Cash Flow Statement | 12 |
| Notes to the Financial Statements | 13 |
| Docker (UK) Limited |
| Company Information |
| for the Year Ended 31 January 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Certified Accountants |
| & Statutory Auditors |
| 71-75 Shelton Street |
| London |
| WC2H 9JQ |
| Docker (UK) Limited (Registered number: 09055295) |
| Strategic Report |
| for the Year Ended 31 January 2025 |
| The directors present their strategic report for the year ended 31 January 2025. |
| REVIEW OF BUSINESS |
| During the year the company continued to provide R&D, support and sales services to Docker Inc under intercompany service agreements with its parent company Docker Inc., which has been in force since July 2018. |
| The company’s key financial and other performance indicators for the year were as follows: |
| 31 January 2025 |
31 January 2024 |
| Notes | £'000 | £'000 |
| Operating profit | 724 | 866 |
| Shareholder's equity | 6,790 | 5,436 |
| Number of staff | 3 | 58 | 53 |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| All of the company's income is generated by the inter-company service agreement with its parent company Docker Inc. The directors of the company as confident that this agreement will remain in place for the foreseeable future. |
| FUTURE DEVELOPMENTS |
| The directors expect the company will continue to operate under the terms of its inter-company service agreement which guarantees income on a cost plus basis. The directors are therefore confident that in the coming period the company will continue to deliver a profit in line with the terms of that agreement. |
| RESULTS AND DIVIDENDS |
| The profit after tax for the year amounted to £88,040 (2024 - £797,689) which will be retained within the business. The directors do not recommend payment of a dividend (2024 - Nil). |
| ON BEHALF OF THE BOARD: |
| Docker (UK) Limited (Registered number: 09055295) |
| Report of the Directors |
| for the Year Ended 31 January 2025 |
| The directors present their report with the financial statements of the company for the year ended 31 January 2025. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 January 2025. |
| DIRECTORS |
| Other changes in directors holding office are as follows: |
| M J Cavage was appointed as a director on 11 July 2025. |
| S C Johnston resigned as a director on 11 July 2025. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors 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). 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: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | 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. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Mark Arber Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Report of the Independent Auditors to the Members of |
| Docker (UK) Limited |
| Opinion |
| We have audited the financial statements of Docker (UK) Limited (the 'company') for the year ended 31 January 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 31 January 2025 and of its profit for the year 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 Auditors' 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 Strategic Report and 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Report of the Independent Auditors to the Members of |
| Docker (UK) Limited |
| 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 Strategic Report or the Report of the Directors. |
| 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. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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. |
| Auditors' 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. |
| Report of the Independent Auditors to the Members of |
| Docker (UK) Limited |
| 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. |
| for and on behalf of |
| Chartered Certified Accountants |
| & Statutory Auditors |
| 71-75 Shelton Street |
| London |
| WC2H 9JQ |
| Docker (UK) Limited (Registered number: 09055295) |
| Income Statement |
| for the Year Ended 31 January 2025 |
| 31.1.25 | 31.1.24 |
| Notes | £ | £ |
| TURNOVER |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING PROFIT | 4 |
| Interest receivable and similar income |
| 723,847 | 868,441 |
| Interest payable and similar expenses | 5 | ( |
) |
| PROFIT BEFORE TAXATION |
| Tax on profit | 6 | ( |
) | ( |
) |
| PROFIT FOR THE FINANCIAL YEAR |
| Docker (UK) Limited (Registered number: 09055295) |
| Other Comprehensive Income |
| for the Year Ended 31 January 2025 |
| 31.1.25 | 31.1.24 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME |
| Stock compensation |
| Income tax relating to other comprehensive income |
| OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| Docker (UK) Limited (Registered number: 09055295) |
| Balance Sheet |
| 31 January 2025 |
| 31.1.25 | 31.1.24 |
| Notes | £ | £ |
| CURRENT ASSETS |
| Debtors | 7 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 8 | ( |
) | ( |
) |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 9 |
| Share based payments | 10 |
| Retained earnings | 10 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Docker (UK) Limited (Registered number: 09055295) |
| Statement of Changes in Equity |
| for the Year Ended 31 January 2025 |
| Called up | Share |
| share | Retained | based | Total |
| capital | earnings | payments | equity |
| £ | £ | £ | £ |
| Balance at 1 February 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 January 2024 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 January 2025 |
| Docker (UK) Limited (Registered number: 09055295) |
| Cash Flow Statement |
| for the Year Ended 31 January 2025 |
| 31.1.25 | 31.1.24 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | ( |
) |
| Interest paid | ( |
) |
| Tax paid | ( |
) | ( |
) |
| Net cash from operating activities | ( |
) |
| Cash flows from investing activities |
| Interest received |
| Net cash from investing activities |
| Increase/(decrease) in cash and cash equivalents | ( |
) |
| Cash and cash equivalents at beginning of year |
2 |
377,179 |
| Cash and cash equivalents at end of year | 2 | 283,804 | 193,659 |
| Docker (UK) Limited (Registered number: 09055295) |
| Notes to the Cash Flow Statement |
| for the Year Ended 31 January 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Profit before taxation |
| Stock-based payments | 1,080,758 | 1,378,145 |
| Finance costs | 1,144 | - |
| Finance income | - | (2,865 | ) |
| 1,804,605 | 2,243,721 |
| Increase in trade and other debtors | ( |
) | ( |
) |
| Increase/(decrease) in trade and other creditors | ( |
) |
| Cash generated from operations | ( |
) |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 January 2025 |
| 31.1.25 | 1.2.24 |
| £ | £ |
| Cash and cash equivalents | 283,804 | 193,659 |
| Year ended 31 January 2024 |
| 31.1.24 | 1.2.23 |
| £ | £ |
| Cash and cash equivalents | 193,659 | 377,179 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.2.24 | Cash flow | At 31.1.25 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 193,659 | 90,145 | 283,804 |
| 193,659 | 283,804 |
| Total | 193,659 | 90,145 | 283,804 |
| Docker (UK) Limited (Registered number: 09055295) |
| Notes to the Financial Statements |
| for the Year Ended 31 January 2025 |
| 1. | STATUTORY INFORMATION |
| Docker (UK) Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been 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. The financial statements have been prepared under the historical cost convention. |
| Going concern basis |
| These financial statements have been drawn up on the going concern basis. The company is dependent upon the support of its parent company, and only customer, in order to meet its working capital requirements. The parent company has provided assurances that this support will continue for a period that exceeds twelve months from the date of approval of these financial statements. |
| Related party exemption |
| 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. |
| Critical accounting judgements and key sources of estimation uncertainty |
| Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. |
| Turnover |
| Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| The company is contracted by its ultimate parent company Docker Inc. to deliver sales and marketing services under an intercompany agreement. The company is remunerated by its parent for these services. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| 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. |
| Research and development |
| Research and development expenditure is charged to the income statement in the period in which it is incurred. |
| Docker (UK) Limited (Registered number: 09055295) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 January 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
| 3. | EMPLOYEES AND DIRECTORS |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.1.25 | 31.1.24 |
| Engineers |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Directors' remuneration |
| 4. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Auditors' remuneration |
| Foreign exchange differences | ( |
) |
| 5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Bank interest |
| Docker (UK) Limited (Registered number: 09055295) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 January 2025 |
| 6. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Tax on profit |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2024 - |
| Effects of: |
| Expenses not deductible for tax purposes |
| Capital allowances in excess of depreciation | ( |
) | ( |
) |
| Utilisation of tax losses | ( |
) |
| Tax rate difference | - | 54,755 |
| Total tax charge | 440,995 | 261,574 |
| Tax effects relating to effects of other comprehensive income |
| 31.1.25 |
| Gross | Tax | Net |
| £ | £ | £ |
| Stock compensation | - | 1,080,758 |
| 31.1.24 |
| Gross | Tax | Net |
| £ | £ | £ |
| Stock compensation | - | 1,378,145 |
| 7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Amounts owed by group undertakings |
| VAT |
| Prepayments |
| Docker (UK) Limited (Registered number: 09055295) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 January 2025 |
| 8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.1.25 | 31.1.24 |
| £ | £ |
| Trade creditors |
| Tax |
| Social security and other taxes |
| Accrued expenses |
| 9. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.1.25 | 31.1.24 |
| value: | £ | £ |
| Ordinary | 1 | 538,788 | 538,788 |
| 10. | RESERVES |
| Share |
| Retained | based |
| earnings | payments | Totals |
| £ | £ | £ |
| At 1 February 2024 | 4,897,070 |
| Profit for the year |
| Stock based compensation | - | 1,080,758 | 1,080,758 |
| At 31 January 2025 | 6,259,536 |
| 11. | RELATED PARTY DISCLOSURES |
| The company has taken advantage of the exemption available under section 33.1A of Financial Reporting Standard 102, not to disclose transactions with other wholly owned members of this group. |
| 12. | ULTIMATE CONTROLLING PARTY |
| The company is a wholly owned subsidiary of States of America. |
company by virtue of its shareholding in Docker International Inc. |
| The smallest group in which the results of the company are consolidated is that headed by address being |
| 13. | SHARE-BASED PAYMENT TRANSACTIONS |
| The employees of the company are entitled to participate in the group share based compensation scheme. Cost is recognised in these financial statements based on the fair value of the awards at the date of grant, amortized over any vesting period that may apply. The company has taken the exemption provided in FRS 102 Section 1.12D not to disclose details of share-based payment arrangements concerning equity instruments of another group entity. |