| REGISTERED NUMBER: |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| FOR |
| CUBLOX LTD |
| REGISTERED NUMBER: |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| FOR |
| CUBLOX LTD |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| Page |
| Company Information | 1 |
| Report of the Directors | 2 |
| Report of the Independent Auditors | 3 |
| Income Statement | 7 |
| Balance Sheet | 8 |
| Notes to the Financial Statements | 9 |
| CUBLOX LTD |
| COMPANY INFORMATION |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| The Beehive, Beehive Ring Road |
| Crawley |
| Gatwick |
| RH6 0PA |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| REPORT OF THE DIRECTORS |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| The directors present their report with the financial statements of the company for the period 1 January 2024 to 31 March 2025. |
| DIRECTORS |
| Other changes in directors holding office are as follows: |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing 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, Sumer AuditCo Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| CUBLOX LTD |
| Opinion |
| We have audited the financial statements of Cublox Ltd (the 'company') for the period ended 31 March 2025 which comprise the Income Statement, Balance Sheet and 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 March 2025 and of its loss for the period 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| CUBLOX LTD |
| 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 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; or |
| - | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| CUBLOX LTD |
| 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: |
| Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, because fraud may involve deliberate concealment. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with those charged with the management and governance of the company. |
| o We obtained an understanding of the company and the sector in which it operates to identify laws and regulations that could reasonably be expected to have a direct effect on the financial statements. We obtained our understanding in this regard through discussions with management, industry research, application of cumulative audit knowledge and experience of the sector. |
| o We determined the principal laws and regulations relevant to the company in this regard to be those arising from Companies Act 2006 and regulations of the Financial Conduct Authority ("FCA"). The company is authorised and regulated by the FCA and we considered the extent to which non-compliance with the FCA's rules might have a material effect on the company's financial statements. We obtained an understanding of how the company is complying with these frameworks by reviewing the company's procedures and controls, the awareness and efficacy of those charged with governance, the culture of honesty and ethical behaviour, and the extent to which emphasis is placed on fraud prevention, deterrence and detection. |
| o We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur, by making enquiries of management and evaluating the adequacy of the company's system of internal controls. We considered that there was no history of fraud, error, non-compliance, unusual transactions, or difficulty obtaining audit evidence. |
| o We considered other potential risk factors, including pressures on management, the extent of judgment in determining account balances, the susceptibility of assets to loss or misappropriation, staff morale and the degree of staff turnover in the accounting department. |
| o The Senior Statutory Auditor reviewed the experience and expertise of the audit engagement team to ensure they collectively had the appropriate competence and capabilities to identify non-compliance with the relevant laws and regulations. |
| o We identified that the management override of controls and threats of cyber fraud and IT security breaches were the main potential risks. We have addressed this risk by performing audit procedures which included: verifying the appropriateness of material journal adjustments; evaluating the business rationale of significant transactions that are unusual or outside the normal course of business; analytical review to identify any unusual or unexpected financial relationships or variances; ascertaining and evaluating the controls over access to IT hardware and the company's server, and the company's protocols for protecting against IT security breaches. |
| There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
| 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. |
| Other matters |
| The prior period comparative financial information has not been audited. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| CUBLOX LTD |
| 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 |
| The Beehive, Beehive Ring Road |
| Crawley |
| Gatwick |
| RH6 0PA |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| INCOME STATEMENT |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| Period |
| 1.1.24 |
| to | Year ended |
| 31.3.25 | 31.12.23 |
| £ | £ |
| TURNOVER |
| Cost of sales |
| GROSS LOSS | ( |
) | ( |
) |
| Administrative expenses |
| (557,997 | ) | (778,363 | ) |
| Other operating income |
| OPERATING LOSS | ( |
) | ( |
) |
| Interest receivable and similar income |
| (557,916 | ) | (778,313 | ) |
| Amounts written off investments | - | 1,167,709 |
| (557,916 | ) | (1,946,022 | ) |
| Interest payable and similar expenses |
| LOSS BEFORE TAXATION | ( |
) | ( |
) |
| Tax on loss |
| LOSS FOR THE FINANCIAL PERIOD | ( |
) | ( |
) |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| BALANCE SHEET |
| 31 MARCH 2025 |
| 31.3.25 | 31.12.23 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Tangible assets | 4 |
| CURRENT ASSETS |
| Debtors | 5 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 6 |
| NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
| CAPITAL AND RESERVES |
| Called up share capital |
| Share premium |
| Retained earnings | ( |
) | ( |
) |
| ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| 1. | STATUTORY INFORMATION |
| Cublox Ltd is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been prepared in accordance with the provisions of section 1A of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS102") and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets. |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| Tangible fixed assets |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost. |
| Financial instruments |
| Basic financial assets and liabilities, including trade debtors and creditors, other debtors and creditors and amounts with related parties are initially recognised at transaction price and are subsequently carried at amortised cost using the effective interest method unless the arrangements 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 and liabilities classified as receivable or payable within one year are not amortised. |
| Taxation |
| Taxation for the period 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 period 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. |
| 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 |
| The average number of employees during the year were 1 (2023: 3). |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| 4. | TANGIBLE FIXED ASSETS |
| Plant and |
| machinery |
| etc |
| £ |
| COST |
| At 1 January 2024 |
| Additions |
| At 31 March 2025 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for period |
| At 31 March 2025 |
| NET BOOK VALUE |
| At 31 March 2025 |
| At 31 December 2023 |
| 5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.12.23 |
| £ | £ |
| Trade debtors |
| Other debtors |
| 6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.12.23 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation and social security |
| Other creditors |
| 7. | ULTIMATE HOLDING COMPANY AND ULTIMATE CONTROLLING PARTY |
| The ultimate holding company is Finteva Ltd which is incorporated in England & Wales, and has its registered office at 24 King William Street, London, EC4R 9AT. The ultimate controlling party is S8 d.d.,which is incorporated in Slovenia and has its registered office at 34a, Cesta V Gorice, 1000 Ljubljana. |
| 8. | GOING CONCERN |
| The financial statements have been prepared on a going concern basis, which is dependent on the continued support of the holding company. As the holding company does not intend to withdraw its support in the foreseeable future, the going concern basis is reasonable. |
| CUBLOX LTD (REGISTERED NUMBER: 11185551) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 1 JANUARY 2024 TO 31 MARCH 2025 |
| 9. | OPERATING LEASE COMMITMENT |
| At the balance sheet date, the company was committed to rental payments of £nil (2023: £2,068) for office premises under a lease that expired on 30 April 2024. |