Puzzel Ltd - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 04124967 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

FOR

PUZZEL LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Jacob Olsen

Frederic Laziou

REGISTERED OFFICE:

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

REGISTERED NUMBER:

04124967 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

FIXED ASSETS

Intangible assets

4

2,223,437

1,827,033

Tangible assets

5

56,961

49,244

Investments

6

-

693,358

2,280,398

2,569,635

CURRENT ASSETS

Debtors

7

2,161,491

2,121,008

Cash at bank

534,984

452,219

2,696,475

2,573,227

CREDITORS

Amounts falling due within one year

8

2,620,246

2,513,121

NET CURRENT ASSETS

76,229

60,106

TOTAL ASSETS LESS CURRENT LIABILITIES

2,356,627

2,629,741

CREDITORS

Amounts falling due after more than one year

9

2,142,633

2,056,481

NET ASSETS

213,994

573,260

CAPITAL AND RESERVES

Called up share capital

12

3,080,694

3,080,694

Retained earnings

(2,866,700

)

(2,507,434

)

SHAREHOLDERS' FUNDS

213,994

573,260

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 2 May 2022 and were signed on its behalf by:

Jacob Olsen - Director

1.	STATUTORY INFORMATION

Puzzel Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The company's business address is 22 Tudor Street, London, EC4Y 0AY.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has obtained a letter of support from its parent company, Puzzel AS. The directors of Puzzel AS have provided a commitment to provide any financial support which may be necessary in order that the company can meet its liabilities, as they fall due, for a period in excess of 12 months from the date of the audit report. As a result of this commitment the directors have continued to adopt the going concern basis in preparing these financial statements.

Related party exemption

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

There are three main revenue streams being maintenance, traffic and change revenue. Turnover is recognised monthly based on usage.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Intellectual property is being amortised evenly over its estimated useful life of 10 years.

Goodwill is being amortised evenly over its estimated useful life of 10 years.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Plant and machinery etc

-

33% on cost

Financial instruments

Basic Financial Instruments as covered by Section 11 of FRS102 are measured at amortised cost. The company does not have any Other Financial Instruments as covered by Section 12 of FRS102.

Taxation

Taxation for the year 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 year 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Preparation of consolidated financial statements

The financial statements contain information about Puzzel Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken the option under Section 399 of the Companies Act 2006 not to prepare consolidated financial statements.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 54 (2020 - 35 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

Goodwill

assets

Totals

£

£

£

COST

At 1 January 2021

1,615,000

243,000

1,858,000

Additions

353,536

293,758

647,294

At 31 December 2021

1,968,536

536,758

2,505,294

AMORTISATION

At 1 January 2021

26,917

4,050

30,967

Charge for year

196,854

54,036

250,890

At 31 December 2021

223,771

58,086

281,857

NET BOOK VALUE

At 31 December 2021

1,744,765

478,672

2,223,437

At 31 December 2020

1,588,083

238,950

1,827,033

5.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2021

113,630

Additions

36,437

Disposals

(1,183

)

At 31 December 2021

148,884

DEPRECIATION

At 1 January 2021

64,386

Charge for year

27,800

Eliminated on disposal

(263

)

At 31 December 2021

91,923

NET BOOK VALUE

At 31 December 2021

56,961

At 31 December 2020

49,244

6.	FIXED ASSET INVESTMENTS

Other

investments

£

COST

At 1 January 2021

693,358

Impairments

(693,358

)

At 31 December 2021

-

NET BOOK VALUE

At 31 December 2021

-

At 31 December 2020

693,358

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.21

31.12.20

£

£

Trade debtors

1,630,256

1,102,771

Amounts owed by group undertakings

-

674,673

Other debtors

531,235

343,564

2,161,491

2,121,008

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.21

31.12.20

£

£

Trade creditors

237,223

211,464

Amounts owed to group undertakings

924,878

757,398

Taxation and social security

512,823

481,039

Other creditors & accruals

945,322

1,063,220

2,620,246

2,513,121

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.21

31.12.20

£

£

Other creditors

2,142,633

2,056,481

10.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.21

31.12.20

£

£

Within one year

244,928

118,712

Between one and five years

1,014

2,366

245,942

121,078

11.	SECURED DEBTS

Glas Trust Corporation Limited has a fixed and floating charge with negative pledge over all the assets of the company.

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.21

31.12.20

value:

£

£

3,080,694

Ordinary

£1

3,080,694

3,080,694

Ordinary shares carry full and equal rights to participate in voting in all circumstances, in dividends and in capital distributions, whether on a winding up or otherwise. The shares are not redeemable.

13.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Ian Phipps (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

"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."

14.	ULTIMATE CONTROLLING PARTY

15.	DEFERRED TAX

A deferred tax asset has been recognised in respect of unrelieved tax losses, amounting to £75,506 (2020: £63,069). The recognition of the asset is appropriate because the entity is expanding their operations and has re-entered a growth phase. A period of 12 months has been assessed, being the period that can be reliably estimated, and a profit is expected.

16.	IMMEDIATE PARENT

The smallest group that Puzzel Limited's financial statements are consolidated within is Puzzel AS, a company whose registered office is: Fredrik Selmers vei, 30663, Oslo, Norway.

17.	HIVE UP OF TRADE, ASSETS AND LIABILITIES

During the year, the trade, assets and liabilities of a wholly owned subsidiary, U-Source Limited were hived up to Puzzel Ltd.

Post hive up there are no assets or liabilities remaining in the subsidiary company (other than a bank loan and its inter-company loan balance with Puzzel Ltd). Therefore, the investment carrying value of this subsidiary company has been fully impaired as at the balance sheet date.