Company registration number 14285184 (England and Wales)
BOB TOPCO LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
BOB TOPCO LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
BOB TOPCO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
3
-
0
6,293,602
Current assets
Debtors
5
1,306,938
1,182,682
Creditors: amounts falling due within one year
6
(2,289,095)
(1,256,519)
Net current liabilities
(982,157)
(73,837)
Total assets less current liabilities
(982,157)
6,219,765
Creditors: amounts falling due after more than one year
7
(7,293,169)
(7,293,169)
Net liabilities
(8,275,326)
(1,073,404)
Capital and reserves
Called up share capital
8
165
165
Share premium account
16,331
16,331
Profit and loss reserves
(8,291,822)
(1,089,900)
Total equity
(8,275,326)
(1,073,404)

The notes on pages 2 to 8 form part of these financial statements.

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

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

The financial statements were approved by the board of directors and authorised for issue on 23 September 2025 and are signed on its behalf by:
H Stevens
Director
Company Registration No. 14285184
BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

Bob Topco Limited is a private company limited by shares incorporated in England and Wales. The registered office is 33 Glasshouse Street, London, United Kingdom, W1B 5DG.

1.1
Reporting period

The financial statements were prepared for a period from 9 August 2022 to 31 December 2023. This was a long period as it was the first reporting period following incorporation.

1.2
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements contain information about Bob Topco Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken advantage of the exemption conferred by section 400 of the Companies Act 2006 not to produce consolidated financial statements as it is included in the consolidated financial statements of TopSwitch Limited, a UK entity. These consolidated financial statements are available from its registered office, 33 Glasshouse Street, London, United Kingdom, W1B 5DG.

1.3
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
4
6
3
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
-
0
6,293,602
BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Fixed asset investments
(Continued)
- 5 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
6,293,602
Disposals
(6,293,602)
At 31 December 2024
-
Carrying amount
At 31 December 2024
-
At 31 December 2023
6,293,602
BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
4
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Bob MidCo Limited
33 Glasshouse Street, London, W1B 5DG
Holding company
Ordinary
0
100.00
Bob BidCo Limited
33 Glasshouse Street, London, W1B 5DG
Holding company
Ordinary
0
100.00
YayYay Group Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Holding company
Ordinary
0
100.00
YayYay Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Provision of software as a service
Ordinary
0
100.00
Namecamp Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Domain name registration and web hosting
Ordinary
0
100.00
MidSwitch Limited
33 Glasshouse Street, London, W1B 5DG
Holding company
Ordinary
100.00
-
CS1 Midco Limited
33 Glasshouse Street, London, W1B 5DG
Holding company
Ordinary
0
100.00
Bidswitch Limited
33 Glasshouse Street, London, W1B 5DG
Holding company
Ordinary
0
100.00
Nebula Clud Limited formerly TelcoSwitch Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Retail sale of cloud telecommunications
Ordinary
0
100.00
PBX Hostings Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Wireless telecommunications activities
Ordinary
0
100.00
CallSwitch Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Other telecommunications activities
Ordinary
0
100.00
Suretec Systems Limited
1 Berry Street, Aberdeen, AB25 1HF
Wireless telecommunications activities
Ordinary
0
100.00
Ziron Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Other telecommunications activities
Ordinary
0
100.00
Flexichannels Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Dormant
Ordinary
0
100.00
Telcoapi Limited
Unit 4, Riverside Business Park, Walnut Tree Close, Guildford, GU1 4UG
Dormant
Ordinary
0
100.00
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
1,304,403
1,182,682
Other debtors
2,535
-
0
1,306,938
1,182,682
BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
3,169
-
0
Amounts owed to group undertakings
634
-
0
Other creditors
2,285,292
1,256,519
2,289,095
1,256,519
7
Creditors: amounts falling due after more than one year
2024
2023
£
£
Other creditors
7,293,169
7,293,169

Included within other creditors above are preference shares of £7,293,169 which are falling due between two and five years. As detailed in note 9, this amount consists of 7,293,169 allotted, issued and fully paid 12% preference shares of £1 each.

8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary shares of 1p each
11,130
11,130
111
111
B Ordinary shares of 1p each
862
862
9
9
C Ordinary shares of 1p each
1,400
1,400
14
14
D Ordinary shares of 1p each
3,104
3,104
31
31
16,496
16,496
165
165
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
12% A Preference shares of £1 each
7,293,169
7,293,169
7,293,169
7,293,169
Preference shares classified as liabilities
7,293,169
7,293,169
9
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

BOB TOPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Audit report information
(Continued)
- 8 -
Senior Statutory Auditor:
David Lawrence BSc (Hons) FCA
Statutory Auditor:
Azets Audit Services
10
Related party transactions

Details of company's principal group undertakings are given in note 4. 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 or balances with wholly owned subsidiaries within the group.

11
Parent company

The company's ultimate parent company and controlling party is TopSwitch Limited, a company registered in England and Wales at registered address, 33 Glasshouse Street, London, W1B 5DG. This is also the largest group in which the results of the company are consolidated. Copies of the group financial statements of TopSwitch Limited are available from Companies House, Crown Way, Cardiff, CF14 3UZ.

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