ACCOUNTS - Final Accounts preparation

An analysis of turnover by class of business is as follows:

Caseware UK (AP4) 2021.0.152 2021.0.152 2021-12-312021-12-31truetruefalsetruetruetruetruetruetruetruetrue302021-01-01No description of principal activity27true 03429380 2021-01-01 2021-12-31 03429380 1 2021-01-01 2021-12-31 03429380 2020-01-01 2020-12-31 03429380 2021-12-31 03429380 2020-12-31 03429380 2020-01-01 03429380 1 2021-01-01 2021-12-31 03429380 1 2020-01-01 2020-12-31 03429380 2 2021-01-01 2021-12-31 03429380 2 2020-01-01 2020-12-31 03429380 e:Director1 2021-01-01 2021-12-31 03429380 e:Director2 2021-01-01 2021-12-31 03429380 e:RegisteredOffice 2021-01-01 2021-12-31 03429380 c:ComputerEquipment 2021-01-01 2021-12-31 03429380 c:ComputerEquipment 2021-12-31 03429380 c:ComputerEquipment 2020-12-31 03429380 c:ComputerEquipment c:OwnedOrFreeholdAssets 2021-01-01 2021-12-31 03429380 c:CurrentFinancialInstruments 2021-12-31 03429380 c:CurrentFinancialInstruments 2020-12-31 03429380 c:Non-currentFinancialInstruments 2021-12-31 03429380 c:Non-currentFinancialInstruments 2020-12-31 03429380 c:Non-currentFinancialInstruments 3 2021-12-31 03429380 c:Non-currentFinancialInstruments 3 2020-12-31 03429380 c:CurrentFinancialInstruments c:WithinOneYear 2021-12-31 03429380 c:CurrentFinancialInstruments c:WithinOneYear 2020-12-31 03429380 c:Non-currentFinancialInstruments c:AfterOneYear 2021-12-31 03429380 c:Non-currentFinancialInstruments c:AfterOneYear 2020-12-31 03429380 c:ReportableOperatingSegment1 2021-01-01 2021-12-31 03429380 c:ReportableOperatingSegment1 2020-01-01 2020-12-31 03429380 f:UnitedKingdom 2021-01-01 2021-12-31 03429380 f:UnitedKingdom 2020-01-01 2020-12-31 03429380 f:RestEuropeOutsideUK 2021-01-01 2021-12-31 03429380 f:RestEuropeOutsideUK 2020-01-01 2020-12-31 03429380 f:RestWorldOutsideUK 2021-01-01 2021-12-31 03429380 f:RestWorldOutsideUK 2020-01-01 2020-12-31 03429380 c:ShareCapital 2021-01-01 2021-12-31 03429380 c:ShareCapital 2021-12-31 03429380 c:ShareCapital 2020-12-31 03429380 c:ShareCapital 2020-01-01 03429380 c:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 03429380 c:RetainedEarningsAccumulatedLosses 2021-12-31 03429380 c:RetainedEarningsAccumulatedLosses 2020-01-01 2020-12-31 03429380 c:RetainedEarningsAccumulatedLosses 2020-12-31 03429380 c:RetainedEarningsAccumulatedLosses 2020-01-01 03429380 c:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2021-12-31 03429380 c:FinancialAssetsDesignatedFairValueThroughProfitOrLoss 2020-12-31 03429380 c:FinancialLiabilitiesFairValueThroughProfitOrLoss c:UnlistedNon-exchangeTraded 2021-12-31 03429380 c:FinancialLiabilitiesFairValueThroughProfitOrLoss c:UnlistedNon-exchangeTraded 2020-12-31 03429380 c:TaxLossesCarry-forwardsDeferredTax 2021-12-31 03429380 c:TaxLossesCarry-forwardsDeferredTax 2020-12-31 03429380 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2021-01-01 2021-12-31 03429380 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2021-12-31 03429380 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2020-12-31 03429380 e:OrdinaryShareClass1 2021-01-01 2021-12-31 03429380 e:OrdinaryShareClass1 2021-12-31 03429380 e:OrdinaryShareClass1 2020-12-31 03429380 e:FRS101 2021-01-01 2021-12-31 03429380 e:Audited 2021-01-01 2021-12-31 03429380 e:FullAccounts 2021-01-01 2021-12-31 03429380 e:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 03429380 c:FinancialLiabilitiesAmortisedCost 2021-01-01 2021-12-31 03429380 2 2021-01-01 2021-12-31 03429380 c:CurrentFinancialInstruments 7 2021-12-31 03429380 c:CurrentFinancialInstruments 7 2020-12-31 03429380 c:CurrentFinancialInstruments 9 2021-12-31 03429380 c:CurrentFinancialInstruments 9 2020-12-31 iso4217:GBP xbrli:shares xbrli:pure

Company registration number: 03429380

	DIRECTORS' REPORT AND FINANCIAL STATEMENTS
	FOR THE YEAR ENDED 31 DECEMBER 2021

	TRACE ONE LIMITED


TRACE ONE LIMITED

COMPANY INFORMATION

Directors	J Repper
	C Vanackere


Registered number	03429380


Registered office	The Maylands Building
	Maylands Avenue
	Hemel Hempstead
	England
	HP2 7TG


Independent auditors	Menzies LLP
	Chartered Accountants & Statutory Auditor
	Ashcombe House
	5 The Crescent
	Leatherhead
	Surrey
	KT22 8DY


TRACE ONE LIMITED

CONTENTS

	Page
Directors' report	1 - 2
Independent auditors' report	3 - 6
Statement of comprehensive income	7
Statement of financial position	8 - 9
Statement of changes in equity	10
Notes to the financial statements	11 - 25


TRACE ONE LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2021

The directors present their report and the financial statements for the year ended 31 December 2021.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' report 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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 judgments 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 to 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.

Directors

The directors who served during the year were:

J Repper

C Vanackere

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

Deloitte LLP resigned as auditors, with Menzies LLP filling a casual vacancy. Menzies LLP were appointed in accordance with section 485 of the Companies Act 2006.

Page 1


TRACE ONE LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

J Repper

Director

Date: 27 June 2022

Page 2


TRACE ONE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TRACE ONE LIMITED

Opinion

We have audited the financial statements of Trace One Limited (the 'Company') for the year ended 31 December 2021, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, 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 101 ‘Reduced Disclosure Framework’ (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 December 2021 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 United Kingdom, including the Financial Reporting Council'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 other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.

Page 3


TRACE ONE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TRACE ONE LIMITED (CONTINUED)

Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Directors' report has been prepared in accordance with applicable legal requirements.

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 Directors' report.

We have nothing to report in respect of the following matters in relation to which 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' exemptions in preparing the Directors' report and from the requirement to prepare a Strategic report.

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 1, 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 is 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.

Page 4


TRACE ONE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TRACE ONE LIMITED (CONTINUED)

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 an Auditors' report 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.

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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

∙The Company is subject to laws and regulations that directly affect the financial statements including financial reporting
legislation. We determined that the laws and regulations which were most significant include employment law and health and safety. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

−The Companies Act 2006;

−International Financial Reporting Standards;

−UK employment legislation;

−General data protection regulations; and

−UK tax legislation.

∙We understood how the Company is complying with those legal and regulatory frameworks by, making inquiries to
management and those responsible for legal and compliance procedures.

∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and
capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area.

∙We assessed the susceptibility of the Company financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

−Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

−Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

−Challenging assumptions and judgments made by management in its significant accounting estimates; and

−Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

∙As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas:

−Posting of unusual journals

−Misstatements arising from misappropriation of assets

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 Auditors' report.

Page 5


TRACE ONE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF TRACE ONE LIMITED (CONTINUED)

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 an Auditors' report 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.

Caroline Milton FCA (Senior statutory auditor)

for and on behalf of

Menzies LLP

Chartered Accountants

Statutory Auditor

Ashcombe House

5 The Crescent

Leatherhead

Surrey

KT22 8DY

29 June 2022

Page 6


TRACE ONE LIMITED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021

	2021	2020
Note	£	£


Turnover	4	4,861,533	4,560,506
Cost of sales		(61,333)	(62,358)
Gross profit		4,800,200	4,498,148
Administrative expenses		(3,136,121)	(3,029,105)
Other operating income		276	-
Operating profit	5	1,664,355	1,469,043
Interest receivable and similar income		9,641	-
Interest payable and similar expenses		(9,156)	(21,945)
Profit before tax		1,664,840	1,447,098
Tax on profit	7	157,500	188,538
Profit for the financial year		1,822,340	1,635,636

There were no recognised gains and losses for 2021 or 2020 other than those included in the statement of comprehensive income.

The notes on pages 11 to 25 form part of these financial statements.

Page 7


TRACE ONE LIMITED REGISTERED NUMBER:03429380

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£


Non-current assets
Tangible assets	9		21,357		36,830
Right of use asset	10		54,188		321,604
Deferred tax asset	11		1,012,500		855,000
			1,088,045		1,213,434
Current assets
Trade and other recievables	11	2,877,390		2,286,637
Cash and cash equivalents		1,421,264		3,712,250
		4,298,654		5,998,887

Total assets			5,386,699		7,212,321
Trade and other payables	12	(1,470,701)		(2,215,448)
Net current liabilities			(1,470,701)		(2,215,448)
Total assets less current liabilities			3,915,998		4,996,873

Trade and other payables	13		-		(118,057)
			3,915,998		4,878,816
Provisions for liabilities
Provisions	17	(7,500)		(107,500)
			(7,500)		(107,500)

Net assets			3,908,498		4,771,316

Equity
Called up share capital	18	1	1
Profit and loss account	19	3,908,497	4,771,315
		3,908,498	4,771,316

Page 8


TRACE ONE LIMITED REGISTERED NUMBER:03429380

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2021

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

J Repper

Director

Date: 27 June 2022

The notes on pages 11 to 25 form part of these financial statements.

Page 9


TRACE ONE LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2021

	Called up share capital	Retained earnings	Total equity
	£	£	£
At 1 January 2020	1	3,135,679	3,135,680
Comprehensive income for the year
Profit for the year	-	1,635,636	1,635,636

At 1 January 2021	1	4,771,315	4,771,316
Comprehensive income for the year
Profit for the year	-	1,822,340	1,822,340
Dividends: Equity capital	-	(2,685,158)	(2,685,158)
Total transactions with owners	-	(2,685,158)	(2,685,158)
At 31 December 2021	1	3,908,497	3,908,498

The notes on pages 11 to 25 form part of these financial statements.

Page 10


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

1.	General information

Trace One Limited is a private company limited by shares incorporated in England and Wales under the Companies Act 2006 and is registered in England and Wales. Its registered office can be found on the company information page.
The principal activity of the Company during the year was to supply SaaS based solutions to the retail and manufacturing market place.

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 Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 101 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions under FRS 101:

∙the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment

∙the requirements of IFRS 7 Financial Instruments: Disclosures

∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement

∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:

- paragraph 79(a)(iv) of IAS 1;

- paragraph 73(e) of IAS 16 Property, Plant and Equipment;

- paragraph 118(e) of IAS 38 Intangible Assets;

∙the requirements of IAS 7 Statement of Cash Flows

∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors

∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures

∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

This information is included in the consolidated financial statements of Trace One SAS as at 31 December 2021 and these financial statements may be obtained from Trace One, Spaces Le Belvedere, 1-7 Cours Valmy, 92800 Puteaux, France.

Page 11


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.3

Impact of new international reporting standards, amendments and interpretations

The following new standards, interpretations and amendments, which are not yet effective and have not been adopted early in these financial statements, are not anticipated to have a material impact on the Company financial statements in the period of initial application:
IFRS 1 - First-time Adoption of International Financial Reporting Standards - Amendments - 1 January 2022
IFRS 3 - Conceptual Framework - Amendments - 1 January 2022
IFRS 9 - Financial Instruments - Amendments - 1 January 2022
IAS 16 - Property, Plant and Equipment - Amendments - 1 January 2022
IAS 37 - Provisions, Contingent Liabilities and Contingent Assets - Amendments - 1 January 2022

2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP and is rounded to the nearest £1.

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 the Statement of comprehensive income.

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'.

2.5

Revenue

Revenue from the supply of Saas solutions represents amounts receivable for services being provided during the year in the normal course of business, net of trade discounts, VAT and other sales and related taxes. Income is invoiced in line with contracts and deferred or accrued as appropriate to recognise the revenue evenly over the length of the contract and in accordance with timing of services being provided.
The Company has two main streams of revenue which have different recognition in respect of the IFRS 15 standard.
Subscription revenue
TraceOne solutions are dynamic licences which are promises to provide a right to access (the access to intellectual property will evolve during usage by the customer). Therefore, revenue is recognised over time on the period for which the licence is granted.
Professional services revenue
Revenue is recognised at a point in time when the services are delivered and ready for usage of the customer.

Page 12


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.8

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 Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Page 13


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.10

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:

Fixtures, fittings and equipment

4 years 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.

Page 14


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.11

Leases

The Company as a lessee

The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease.

Lease payments included in the measurement of the lease liability comprise:

∙fixed lease payments (including in-substance fixed payments), less any lease incentives;

The lease liability is included in 'Creditors' on the Statement of financial position.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The Company did not make any such adjustments during the periods presented.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are included in the 'Intangible Assets', 'Tangible Fixed Assets' and 'Investment Property' lines, as applicable, in the Statement of financial position.

The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.10.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient.

Page 15


TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.12

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Statement of financial position.

2.13

Financial instruments

The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:

Financial assets and financial liabilities are initially measured at fair value.

Financial assets

All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.

The Company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the Company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.

Financial liabilities

At amortised cost

Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability.

2.14

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the Directors have had to make the following judgments in applying the above accounting policies. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both the current and future periods.
Management estimate as to whether a deferred tax asset should be recognised based on the availability of future taxable profits. While the Company aims to ensure that the estimates recorded are accurate, the actual accounts could be different from those expected. Uncertainty arises due to the assumptions of future performance of the group and availability of interest deductions against taxable profits. Further details on deferred tax balances can be found in note 16.
The Directors do not believe there are any critical accounting judgments in applying the accounting policies.

	Provision of services	4,861,533	4,560,506

Analysis of turnover by country of destination:

					2021	2020
					£	£

United Kingdom	2,157,635	2,488,743
Rest of Europe	2,615,270	1,997,837
Rest of the world	88,628	73,926
	4,861,533	4,560,506

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

Depreciation of tangible fixed assets	19,569	74,637
Depreciation of right of use assets (note 10)	108,084	143,486
(Profit)/loss on disposal of right of use asset	159,332	13,029
Net (gain)/loss on foreign currency translation	84,608	29,057
Right of use lease interest expense (note 10)	9,477	19,132
Management charges	580,072	488,385
Advertising and promotion	130,102	56,978
Auditor's remuneration for the audit of the financial statements	13,750	25,000

6.	Employees
		2021	2020
		£	£

Wages and salaries	1,387,161	1,428,096
Social security costs	188,221	186,415
Cost of defined contribution scheme	84,929	87,518
	1,660,311	1,702,029

The average monthly number of employees, including the directors, during the year was as follows:

	2021	2020
	No.	No.

Staff	27	30

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021



Total current tax	-	-

Deferred tax
Origination and reversal of timing differences	(13,586)	(350,405)
Effect of tax rate changes on opening balance	(143,914)	161,867
Total deferred tax	(157,500)	(188,538)


	Taxation on loss on ordinary activities	(157,500)	(188,538)

Profit on ordinary activities before tax

1,664,840

1,447,098

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2020 - 19%)	316,320	274,949
Effects of:
Capital allowances for year in excess of depreciation	31	1,620
Group relief surrendered/(claimed)	(124,993)	(211,547)
Remeasurement of deferred tax for changes in tax rates	(560,487)	(36,709)
Movement in deferred tax not recognised	211,629	(216,851)
Total tax charge for the year	(157,500)	(188,538)

Factors that may affect future tax charges

Changes to the UK Corporation tax rates were substantively enacted on 24 May 2021 to increase the main rate of corporation tax to 25% from 1 April 2023.

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

8.	Dividends
		2021	2020
		£	£

Dividends declared

2,685,158

Dividends were declared at £2.685158 per share.

9.	Tangible fixed assets

		Fixtures, fittings and equipment
		£
	Cost or valuation
	At 1 January 2021	64,963
	Additions	4,096
	At 31 December 2021	69,059
	Depreciation
	At 1 January 2021	28,133
	Charge for the year	19,569
	At 31 December 2021	47,702
	Net book value
	At 31 December 2021	21,357
	At 31 December 2020	36,830

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

10.	Right of use asset

		Leasehold property
		£
	Cost or valuation
	At 1 January 2021	704,147
	Disposals	(547,785)
	At 31 December 2021	156,362
	Accumulated depreciation
	At 1 January 2021	382,543
	Charge for the year	108,084
	Disposals	(388,453)
	At 31 December 2021	102,174
	Net book value
	At 31 December 2021	54,188
	At 31 December 2020	321,604

The Company leases office space for use of the Company.
As at 31 December 2021, the Company is committed to £53,495 (2020: £295,435) in future lease payments, none of which relates to short-term leases.
The Company's obligations are secured by the lessors' title to the leased asset which have a carrying value of £54,188 (2020: £321,604). The carrying amount of the lease liabilities approximates the fair value.
Lease liabilities are detailed within note 12 and 13. Interest expense on the lease liabilities and depreciation are detailed within note 5.

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

11.	Trade and other receivables
		2021	2020
		£	£

Due after more than one year
Deferred tax asset	1,012,500	855,000

					2021	2020
					£	£

Due within one year
Trade receivables	387,891	338,569
Amounts owed by group undertakings	2,397,532	1,720,419
Prepayments and other receivables	91,967	227,649
	2,877,390	2,286,637

12.	Trade and other payables
		2021	2020
		£	£

Trade payables	47,141	26,426
Amounts owed to group undertakings	156,415	317,981
Other taxation and social security	115,654	393,566
Lease liabilities (note 10)	53,495	177,378
Other payables	64,022	44,592
Accruals	167,365	187,019
Deferred income	866,609	1,068,486
	1,470,701	2,215,448

13.	Creditors: Amounts falling due after more than one year
		2021	2020
		£	£

Lease liabilities (note 10)	-	118,057
	-	118,057

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

14.	Contract liabilities
		2021	2020
		£	£

Balance at 1 January	1,068,486	943,370
Revenue recognised that was included in the contract liability balance at the beginning of the year	(1,068,486)	(943,370)
Increases as a result of changes in the level of prepayments requested	866,609	1,068,486
Balance at 31 December	866,609	1,068,486

15.	Financial instruments
		2021	2020
		£	£

	Financial assets
	Financial assets measured at amortised cost	1,809,155	4,278,468

	Financial liabilities
	Financial liabilities measured at amortised cost	99,011	561,560

16.	Deferred taxation

		2021
		£

	At beginning of year	855,000
	Charged to profit or loss	157,500
	At end of year	1,012,500

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

16.Deferred taxation (continued)

The deferred tax balance is made up as follows:
	2021	2020
	£	£

Tax losses carried forward

1,012,500

855,000

Comprising:
Asset - due after one year	1,012,500	855,000

A deferred tax asset of £1,682,666 (2020: £1,471,037) in relation to tax timing differences, fixed asset timing differences and losses and other deductions has not been recognised as there is no certainty over its recovery.

17.	Provisions

		Dilapidations
		£

	At 1 January 2021	107,500
	Released in year	(100,000)
	At 31 December 2021	7,500

The provision is in relation to a dilapidation provision for the right of use assets included within the statement of financial position. The provision is expected to be released within 12 months from the year end.

18.	Share capital
		2021	2020
		£	£

Allotted, called up and fully paid

1,000,000 (2020 - 1,000,000) Ordinary shares of £0.000001 each	1	1

19.

Reserves

Profit and loss account

The reserve records retained earnings and accumulated losses.

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TRACE ONE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

20.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £84,929 (2020 - £87,518). Contributions totaling £18,694 (2020 - £18,507) were payable to the fund at the reporting date and are included in creditors.

21.	Controlling party

The Company is controlled by its immediate parent company, Trace One SA, a company incorporated in France, of which the Company will be included within the consolidated accounts.
The ultimate controlling party and the largest group in which the results of the Company will be consolidated will be that headed by STG VI (Luxembourg), S.a.r.l., incorporated in Luxembourg.

Page 25