Digital River UK Limited - Limited company accounts 16.3

Digital River UK Limited - Limited company accounts 16.3


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REGISTERED NUMBER: 05788465 (England and Wales)















REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2016

FOR

DIGITAL RIVER UK LIMITED

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2016




Page

Company Information 1

Report of the Directors 2

Report of the Independent Auditors 3

Income Statement 4

Balance Sheet 5

Notes to the Financial Statements 6


DIGITAL RIVER UK LIMITED

COMPANY INFORMATION
for the Year Ended 31 December 2016







DIRECTORS: M Vergani
K Lindberger-Schmidt





REGISTERED OFFICE: Salamanca
Wellington Street
Slough
Berkshire
SL1 1YP





REGISTERED NUMBER: 05788465 (England and Wales)





AUDITORS: Durrants, Chartered Accountants
Chartered Accountants & Statutory Auditor
24 Wellington Business Park
Dukes Ride
Crowthorne
Berkshire
RG45 6LS

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

REPORT OF THE DIRECTORS
for the Year Ended 31 December 2016

The directors present their report with the financial statements of the company for the year ended 31 December 2016.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of global e-commerce solutions for software consumer
technology.

DIRECTORS
M Vergani has held office during the whole of the period from 1 January 2016 to the date of this report.

Other changes in directors holding office are as follows:

K Lindberger-Schmidt - appointed 22 April 2016

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, Durrants, Chartered Accountants, 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:





M Vergani - Director


28 September 2017

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
DIGITAL RIVER UK LIMITED

We have audited the financial statements of Digital River UK Limited for the year ended 31 December 2016 on pages four to eight.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting
Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 'The Financial
Reporting Standard applicable in the UK and Republic of Ireland'.

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.

Respective responsibilities of directors and auditors
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. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's Ethical Standards for Auditors.

Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable
assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an
assessment of: whether the accounting policies are appropriate to the company's circumstances and have been consistently
applied and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall
presentation of the financial statements. In addition, we read all the financial and non-financial information in the Report of the
Directors to identify material inconsistencies with the audited financial statements and to identify any information that is
apparently materially incorrect based on, or materially inconsistent with, the knowledge acquired by us in the course of performing
the audit. If we become aware of any apparent material misstatements or inconsistencies we consider the implications for our
report.


Opinion on financial statements
In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2016 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.

Opinion on other matter prescribed by the Companies Act 2006
In our opinion 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.

Matters on which we are required to report by exception
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.




Ian Bessant ACA (Senior Statutory Auditor)
for and on behalf of Durrants, Chartered Accountants
Chartered Accountants & Statutory Auditor
24 Wellington Business Park
Dukes Ride
Crowthorne
Berkshire
RG45 6LS

28 September 2017

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

INCOME STATEMENT
for the Year Ended 31 December 2016

2016 2015
Notes £    £   

TURNOVER 6,787,815 6,956,387

Administrative expenses 6,262,425 6,639,056
OPERATING PROFIT 525,390 317,331

Interest receivable and similar income 272 268
PROFIT BEFORE TAXATION 525,662 317,599

Tax on profit 114,902 67,752
PROFIT FOR THE FINANCIAL YEAR 410,760 249,847

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

BALANCE SHEET
31 December 2016

2016 2015
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 4 237,309 28,921

CURRENT ASSETS
Debtors 5 2,551,965 2,055,142
Cash at bank and in hand 45,290 8,663
2,597,255 2,063,805
CREDITORS
Amounts falling due within one year 6 889,695 585,647
NET CURRENT ASSETS 1,707,560 1,478,158
TOTAL ASSETS LESS CURRENT LIABILITIES 1,944,869 1,507,079

PROVISIONS FOR LIABILITIES 27,030 -
NET ASSETS 1,917,839 1,507,079

CAPITAL AND RESERVES
Called up share capital 1,000 1,000
Retained earnings 1,916,839 1,506,079
SHAREHOLDERS' FUNDS 1,917,839 1,507,079

The financial statements have been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

The financial statements were approved by the Board of Directors on 28 September 2017 and were signed on its behalf by:





M Vergani - Director


DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 December 2016

1. STATUTORY INFORMATION

Digital River UK 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.

2. ACCOUNTING POLICIES

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

Related party exemption
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.


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
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses.
Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost, less estimated residual value, of
each asset over its expected useful life, as follows:

Plant and machinery: at variable rates on a reducing balance basis
Leasehold improvements: over the life of the lease on a straight line basis

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 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.

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.

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.

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2016

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 59 (2015 - 57 ) .

4. TANGIBLE FIXED ASSETS
Plant and
machinery
etc
£   
COST
At 1 January 2016 78,959
Additions 254,059
Disposals (28,966 )
At 31 December 2016 304,052
DEPRECIATION
At 1 January 2016 50,038
Charge for year 45,179
Eliminated on disposal (28,474 )
At 31 December 2016 66,743
NET BOOK VALUE
At 31 December 2016 237,309
At 31 December 2015 28,921


5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2016 2015
£    £   
Amounts owed by group undertakings 2,195,790 1,492,460
Other debtors 356,175 562,682
2,551,965 2,055,142

6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2016 2015
£    £   
Trade creditors 72,492 -
Taxation and social security 141,580 171,095
Other creditors 675,623 414,552
889,695 585,647

7. OTHER FINANCIAL COMMITMENTS

Total financial commitments, guarantees and contingencies which are not included in the balance sheet amount to
£708,750 (2015: £nil).

DIGITAL RIVER UK LIMITED (REGISTERED NUMBER: 05788465)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 December 2016

8. ULTIMATE CONTROLLING PARTY

The Company is a subsidiary undertaking of Digital River Ireland, Ltd. The ultimate parent company is Danube Private
Holdings II, LLC.

The largest group in which the results of the Company are consolidated is that headed by Danube Private Holdings II, LLC
incorporated in the United States of America. No other group financial statements include the results of the Digital River
UK Limited.

The consolidated financial statements of Danube Private Holdings II, LLC are available to the public at 10380 Bren Road
West, Minnetonka, MN 55343-9072 USA.