Company registration number 05054666 (England and Wales)
GIVEX UK CORPORATION LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
GIVEX UK CORPORATION LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
GIVEX UK CORPORATION LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Tangible assets
4
41,497
66,783
Investments
5
3,787,280
3,828,777
66,783
Current assets
Stocks
35,842
38,963
Debtors
7
777,822
708,662
Cash at bank and in hand
1,629,320
1,401,497
2,442,984
2,149,122
Creditors: amounts falling due within one year
8
(4,998,996)
(700,367)
Net current (liabilities)/assets
(2,556,012)
1,448,755
Total assets less current liabilities
1,272,765
1,515,538
Provisions for liabilities
(2,760)
Net assets
1,272,765
1,512,778
Capital and reserves
Called up share capital
9
2
2
Profit and loss reserves
1,272,763
1,512,776
Total equity
1,272,765
1,512,778
The directors of the company have elected not to include a copy of the profit and loss account 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 22 September 2023 and are signed on its behalf by:
D W H Gray
Director
Company registration number 05054666 (England and Wales)
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
1
Accounting policies
Company information
Givex UK Corporation Limited is a private company limited by shares incorporated in England and Wales. The registered office is 16 Great Queen Street, Covent Garden, London, WC2B 5AH.
1.1
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.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Turnover
Turnover is measured at the fair value of the consideration received or receivable for the sale of goods and the rendering of services in the normal course of business, and is shown net of discounts and VAT.
Product sales, which consist of revenue from the sale of cards and equipment, is recognised when the terms of sale have been agreed upon, cards and equipment are delivered to the customer and collection is reasonably assured.
Service fees, which consist of revenue from gift card, loyalty management services and management services to the parent company, is recognised as services provided, the terms of services have been agree upon and collection is reasonably assured.
Project development revenue is recognised using the percentage of completion method based on milestones achieved.
Deferred revenue represents amounts collected from customers in advance of the revenue recognition criteria above being met.
1.3
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and machinery
20% - 40% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 3 -
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.
1.5
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss, if any. Where it is not possible to estimate the recoverable amount of the asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.6
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ”Basic Financial Instruments” to all of its financial instruments.
Financial instruments are recognised in the company’s balance sheet when the company becomes party to the contractual provisions of the instrument.
Basic financial assets
Short term debtors are measured at transaction price less any provision for impairment. Loans receivable are measured initially at fair value, net of transaction costs and are subsequently carried at amortised costs using the effective interest method, less any provision for impairment.
Basic financial liabilities
Short term creditors are measured at transaction price. Other financial liabilities, including bank loans and other loans, are measured initially at fair value, net of transaction costs and are subsequently carried at amortised costs using the effective interest method.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account.
1.9
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
1.10
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.11
Leases
Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the lease term.
1.12
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Auditor's remuneration
Fees payable to the company's auditor for the audit of the financial statements of the company were £18,950 (2021 - £16,250).
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
18
17
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2022
362,711
Additions
4,857
Disposals
(21,294)
At 31 December 2022
346,274
Depreciation and impairment
At 1 January 2022
295,928
Depreciation charged in the year
30,143
Eliminated in respect of disposals
(21,294)
At 31 December 2022
304,777
Carrying amount
At 31 December 2022
41,497
At 31 December 2021
66,783
5
Fixed asset investments
2022
2021
£
£
Shares in group undertakings and participating interests
3,787,280
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022
-
Additions
3,787,280
At 31 December 2022
3,787,280
Carrying amount
At 31 December 2022
3,787,280
At 31 December 2021
-
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
6
Subsidiaries
Details of the company's subsidiaries at 31 December 2022 are as follows:
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Counter Solutions Holdings Limited
England and Wales
Information technology solutions
Ordinary
100.00
7
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
500,711
616,246
Other debtors
276,772
92,416
777,483
708,662
2022
2021
Amounts falling due after more than one year:
£
£
Deferred tax asset
339
Total debtors
777,822
708,662
8
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
143,644
124,193
Amounts owed to group undertakings
3,884,026
141,161
Taxation and social security
127,371
167,987
Other creditors
843,955
267,026
4,998,996
700,367
9
Called up share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
2
2
2
2
GIVEX UK CORPORATION LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
10
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.
Senior Statutory Auditor:
Margaret El Khalidi
Statutory Auditor:
Harwood Hutton Limited
11
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2022
2021
£
£
Within one year
53,475
53,475
Between two and five years
19,725
43,000
73,200
96,475
12
Related party transactions
The company is a wholly owned member of Givex Corp. and owns 100% of the share capital of Counter Solutions Holdings Limited and as such has taken advantage of the exemptions permitted by FRS 102 section 1.AC.35 not to provide disclosures of transactions entered into with other wholly-owned members of the group.
13
Controlling party
The immediate parent undertaking of Givex UK Corporation Limited is Givex Corporation, a company incorporated in the Bahamas.
The ultimate parent undertaking & ultimate controlling party of Givex UK Corporation Limited is Givex Corp., a company incorporated in Canada. No singular individual has control of Givex Corp..
The largest and smallest group of undertakings for which group financial statements are drawn up, and of which Givex UK Corporation Limited is a member, is that headed by Givex Corp.. Consolidated group financial statements are publicly available from its registered office, 134 Peter Street, Toronto, Ontario M5V 2H2 .