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Registered number: 08849729









KAFOODLE LIMITED









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2024

 
KAFOODLE LIMITED
REGISTERED NUMBER: 08849729

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 5 
631,378
668,411

Current assets
  

Debtors: amounts falling due within one year
 7 
47,227
96,998

Cash at bank and in hand
 8 
58,416
61,399

  
105,643
158,397

Creditors: amounts falling due within one year
 9 
(971,143)
(462,784)

Net current liabilities
  
 
 
(865,500)
 
 
(304,387)

  

Net (liabilities)/assets
  
(234,122)
364,024


Capital and reserves
  

Called up share capital 
  
213
213

Share premium account
  
2,380,321
2,380,321

Profit and loss account
  
(2,614,656)
(2,016,510)

  
(234,122)
364,024


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




H Hwang
Director

Date: 18 September 2025

The notes on pages 3 to 10 form part of these financial statements.

Page 1

 
KAFOODLE LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 January 2024
213
2,380,321
(2,016,510)
364,024


Comprehensive income for the year

Loss for the year
-
-
(598,146)
(598,146)


At 31 December 2024
213
2,380,321
(2,614,656)
(234,122)


The notes on pages 3 to 10 form part of these financial statements.


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 November 2022
200
2,380,321
(1,733,875)
646,646


Comprehensive income for the period

Loss for the period
-
-
(282,635)
(282,635)


Contributions by and distributions to owners

Shares issued during the period
13
-
-
13


At 31 December 2023
213
2,380,321
(2,016,510)
364,024


The notes on pages 3 to 10 form part of these financial statements.

Page 2

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

The Company is a private company limited by shares, registered in England and Wales. The address of the Company's registered office is Fox Court Suite 3.025/3.026, 14 Gray's Inn Road, London, England, WC1X 8HN. The principal activity of the Company is the provision of catering and restaurant software.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

In order to correctly allocate costs within the Statement of Comprehensive Income, a number of expenses have been reallocated in the prior year. The directors consider this provides a more appropriate guide to performance and aligns the statutory financial statements with internal performance indicators. This has resulted in a reallocation of £344,044 between cost of sales and administrative expenses. 

The following principal accounting policies have been applied:

 
2.2

Going concern

The directors ordinarily review the Company’s forecasts and projections to ensure that the Company has sufficient resources to enable it to meet its liabilities as they fall due for a period of at least twelve months from the date of signing the financial statements. The directors consider that these provide sufficient evidence that the Company has adequate working capital to continue trading over this period.
These forecasts and projections include support from the Company's parent entity, 365 Markets LLC, which has confirmed that it will continue to provide such financial support as is required to ensure the Company can meet its liabilities as they fall due. Accordingly, the directors continue to adopt the going concern basis in preparing the annual report and accounts.

Page 3

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue 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. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Page 4

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.4
Revenue (continued)

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which is considered to be 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.6

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.7

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.


Page 5

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.8

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Development expenditure
-
6
years

 
2.9

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Furniture, fittings and equipment
-
25%
Straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.10

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.11

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 6

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.12

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.13

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.



3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management are required to make judgements, estimates and assumptions that affect the amounts reported for revenues and expenses during the year and assets and liabilities as at the Balance Sheet date. However, the nature of estimation means actual outcomes could differ from those estimates. There are no judgements or estimates deemed to have a significant effect on amounts recognised in the financial statements.


4.


Employees

The average monthly number of employees, including directors, during the year was 3 (2023 - 5).

Page 7

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Intangible assets




Development expenditure

£



Cost


At 1 January 2024
2,287,841


Additions
241,198



At 31 December 2024

2,529,039



Amortisation


At 1 January 2024
1,619,430


Charge for the year
278,231



At 31 December 2024

1,897,661



Net book value



At 31 December 2024
631,378



At 31 December 2023
668,411



Page 8

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Tangible fixed assets





Computer equipment

£





At 1 January 2024
8,729


Disposals
(8,729)



At 31 December 2024

-





At 1 January 2024
8,729


Disposals
(8,729)



At 31 December 2024

-



Net book value



At 31 December 2024
-



At 31 December 2023
-


7.


Debtors

2024
2023
£
£

Trade debtors
10,194
87,808

Amounts owed by group undertakings
13,413
-

Other debtors
15,260
-

Prepayments and accrued income
8,360
9,190

47,227
96,998



8.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
58,416
61,399


Page 9

 
KAFOODLE LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
136
55,342

Amounts owed to group undertakings
822,201
221,556

Other taxation and social security
-
30,655

Other creditors
-
2,481

Accruals and deferred income
148,806
152,750

971,143
462,784



10.


Related party transactions

The company has taken advantage of the exemption in s1AC.35 of FRS 102 not to disclose transactions and balances with other wholly owned members of the group. Balances with other group companies are included in notes 7 and 9.


11.


Controlling party

The company's immediate parent undertaking is 365 Markets LLC, a company registered in the USA.
The company's ultimate parent undertaking is Garage Topco LP, a company registered in the USA.
There is no ultimate controlling party of the company.


12.


Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 23 September 2025 by Antony J Sinclair (Senior Statutory Auditor) on behalf of French Duncan LLP trading as AAB.

 
Page 10