Tusingnis Limited - Accounts to registrar (filleted) - small 23.2.5

REGISTERED NUMBER: 10819470 (England and Wales)

Financial Statements for the Year Ended 31 December 2022

for

Tusingnis Limited

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3

DIRECTOR:

L Lin

REGISTERED OFFICE:

Unit 25

Cambridge Science Park

Cambridge

CB4 0FW

REGISTERED NUMBER:

10819470 (England and Wales)

AUDITORS:

Shinewing Wilson Accountancy Limited

Chartered Certified Accountants

and Statutory Auditors

9 St Clare Street

London

EC3N 1LQ

FIXED ASSETS

Tangible assets

4

32,367

206,213

Investment property

5

28,700,000

29,900,000

28,732,367

30,106,213

CURRENT ASSETS

Debtors

6

1,309,154

4,932,400

Cash at bank

1,972,976

1,257,231

3,282,130

6,189,631

CREDITORS

Amounts falling due within one year

7

12,349,580

15,386,329

NET CURRENT LIABILITIES

(9,067,450

)

(9,196,698

)

TOTAL ASSETS LESS CURRENT LIABILITIES

19,664,917

20,909,515

CREDITORS

Amounts falling due after more than one year

8

(9,758,706

)

(10,855,263

)

PROVISIONS FOR LIABILITIES

11

(1,135,125

)

(1,221,893

)

NET ASSETS

8,771,086

8,832,359

CAPITAL AND RESERVES

Called up share capital

1

1

Other reserves

12

9,590,313

9,590,313

Retained earnings

12

(819,228

)

(757,955

)

8,771,086

8,832,359

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 director and authorised for issue on 14 September 2023 and were signed by:

L Lin - Director

1.	STATUTORY INFORMATION

Tusingnis Limited 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 presentation currency of the financial statements is the Pound Sterling (£).

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 as modified by the revaluation of certain assets.

Going concern

The company had net current liabilities of £9million at the balance sheet date, which is mainly owed to the related paries, no short-term demand on the repayment of the funds is expected to be instructed. The director has received a letter of support from Tuspark Holding UK Limited confirming they agree to provide unconditional continued financial support to enable the company to meet its obligations as and when they fall due for a minimum period 12 months from the date of these financial statements. For this reason, the director believes that the company has adequate resources to continue in operational existence for the foreseeable future and therefore it is appropriate that the company continues to adopt the going concern basis in preparing its financial statements.

Turnover

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

Rental income receivable under operating leases is recognised on a straight-line basis over the term of the lease, except for contingent rental income which is recognised when it arises.

Incentives for lessees to enter into lease agreements are spread evenly over the lease term, even if the payments are not made on such a basis. The lease term is the non-cancellable period of the lease together with any further term for which the tenant has the option to continue the lease, where, at the inception of the lease, the director is reasonably certain that the tenant will exercise that option. Premiums received to terminate or extend leases are recognised in the Income Statement when they arise.

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:

- Plant and machinery - 3 years

- Fixtures and fittings - 3 years

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 the Income Statement.

Investment property

Investment property is carried at fair value and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary, for any difference in the nature, location or condition of the specific asset. No depreciation is provided.

Subsequent to initial recognition, investment property is stated at fair value. Gains or losses arising from changes in the fair values are included in the Income Statement in the year in which they arise.

Investment property is derecognised when it has been disposed of or permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses are recognised in the Income Statement.

Gains or losses on the disposal of investment property are determined as the difference between net disposal proceeds and the carrying value of the asset at the date of disposal.

Revaluation of investment properties

The Company carries its investment properties at fair value, revalued annually, with changes in fair values being recognised in the Income Statement.

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 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 trade and other receivables 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 financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

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.

Basic financial liabilities

Basic financial liabilities, including trade and other payables, and loans from group undertakings, 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.

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

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless they are included in a hedging arrangement.

Share capital

Financial instruments issued by the company are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset.

The company's ordinary shares are classified as equity instruments.

Taxation

The tax expense for the period 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.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Provision 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 Statement of Financial Position 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.

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.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2021 - 1 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 January 2022

and 31 December 2022

567,863

DEPRECIATION

At 1 January 2022

361,650

Charge for year

173,846

At 31 December 2022

535,496

NET BOOK VALUE

At 31 December 2022

32,367

At 31 December 2021

206,213

5.	INVESTMENT PROPERTY

Total

£

FAIR VALUE

At 1 January 2022

29,900,000

Revaluations

(1,200,000

)

At 31 December 2022

28,700,000

NET BOOK VALUE

At 31 December 2022

28,700,000

At 31 December 2021

29,900,000

The property, Unit 25 Cambridge Science Park, was completed in April 2019. The Company's investment property is valued annually on 31 December at fair value, determined by Avison Young, an independent, professionally qualified RICS valuer. The valuations were undertaken in accordance with the Royal Institution of Chartered Surveyors' Global Standards. Details on the assumptions made and the key sources of estimation uncertainty are given in Note 3.

The property has been pledged to secure a loan granted to the company in Note 10.

Fair value at 31 December 2022 is represented by:

£

Valuation in 2022

(1,200,000

)

Valuation in 2021

812,934

Cost

29,087,066

28,700,000

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.22

31.12.21

£

£

Trade debtors

48,157

218,765

Amounts owed by group undertakings

-

4,285,581

Other debtors

1,260,997

428,054

1,309,154

4,932,400

Amounts owed by group undertakings are unsecured, interest free, without a fixed date of repayment and repayable on demand, the full amounts have been settled during the year.

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.22

31.12.21

£

£

Trade creditors

23,062

3,363

Amounts owed to group undertakings

11,368,016

14,538,754

Taxation and social security

56,671

67,074

Other creditors

901,831

777,138

12,349,580

15,386,329

Amounts owed to group undertakings are unsecured, interest free, without a fixed date of repayment and repayable on demand.

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.22

31.12.21

£

£

Bank loans

9,758,706

10,855,263

The loan is secured on the investment property and the company's shares.

The loan incurs interest at 2.1% above compounded SONIA per annum and repayable in May 2026.

Financial instruments

The company manages its cashflow interest rate risk by using floating to fixed interest rate swaps. The company has raised long term borrowing at a floating rate and has swapped the floating element of it into a fixed rate of 0.59%. The company has recognised a fair value gain of £970,629 (2021:£227,582) on the interest rate swap during the year, and this amount in recognised as an asset and included in other debtor.

9.	LEASING AGREEMENTS

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

31.12.22

31.12.21

£

£

Within one year

113,600

132,769

Between one and five years

86,188

102,144

199,788

234,913

10.	FINANCIAL INSTRUMENTS

Derivative financial instruments measured at fair value through profit or loss comprise of an interest rate swap of £970,629 (2021: £227,582 ).

11.	PROVISIONS FOR LIABILITIES

31.12.22

31.12.21

£

£

Deferred tax

Accelerated capital allowances

1,135,125

1,018,659

Other timing differences

-

203,234

1,135,125

1,221,893

Deferred

tax

£

Balance at 1 January 2022

1,221,893

Credit to Income Statement during year

(86,768

)

Balance at 31 December 2022

1,135,125

The rate of corporation tax throughout the year was 19%. The current government announced in the recent Budget that a increase to 25% would be effected on 1 April 2023. Deferred tax for timing difference is remeasured and recognised at 25% as company profits are expected to exceed £50,000.

12.

RESERVES

The company's other reserves represent capital contributions gifted by owners of the entity which increase the entity's equity without any obligation for the entity to make repayment or to do anything in consideration for receiving it. The contributions received in the year from the ultimate parent company are recognised directly in equity at fair value being the amount of cash received.

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

The Report of the Auditors was unqualified.

Julie Zhuge Wilson (Senior Statutory Auditor)

for and on behalf of Shinewing Wilson Accountancy Limited

14.	RELATED PARTY DISCLOSURES

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 with wholly owned subsidiaries within the group.

15.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Tuspark Holdings (UK) Limited and the ultimate parent company is Tuspark Science & Technology Service Co. Ltd, a company registered in Beijing, P.R. China.

The smallest undertaking for which the company is a member and for which group financial statements are prepared is Tuspark Science & Technology Service (HK) Limited. Copies of the Tuspark Science & Technology Service (HK) Limited consolidated financial statements can be obtained from the address at Room 2105, Trend Centre, 29-31 Cheung Lee Street, Chai Wan, Hong Kong, P.R. China.

There is no one ultimate controlling party.