Company Registration No. SC086069 (Scotland)
WorldAware Holdings Limited
Annual report and financial statements
for the year ended 31 January 2023
WorldAware Holdings Limited
Company information
Directors
Patrick Prince
Pierre-Hubert Seguin
Secretary
Pierre-Hubert Seguin
Company number
SC086069
Registered office
3rd Floor
2 Semple Street
Edinburgh
EH3 8BL
Independent auditor
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
WorldAware Holdings Limited
Contents
Page
Directors' report
1 - 2
Independent auditor's report
3 - 6
Statement of comprehensive income
7
Statement of financial position
8
Statement of changes in equity
9
Statement of cash flows
10
Notes to the financial statements
11 - 23
WorldAware Holdings Limited
Directors' report
For the year ended 31 January 2023
Page 1
The directors present their annual report and financial statements for the year ended 31 January 2023.
Principal activities
The principal activity of the company continued to be that of a holding company.
Results and dividends
The results for the year are set out on page 7.
No ordinary dividends were paid. The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Patrick Prince
Pierre-Hubert Seguin
Auditor
Saffery LLP have expressed their willingness to continue in office.
Going concern
The company is no longer required by the group to carry out its principal activity and the directors do not consider it appropriate to apply the going concern basis to these financial statements. The directors plan is to liquidate the company by appointing liquidators within the next 12 months. These financial statements are therefore prepared on the break-up basis. Accordingly all assets are stated at the recoverable amount and all known liabilities have been recognised.
WorldAware Holdings Limited
Directors' report (continued)
For the year ended 31 January 2023
Page 2
Statement of directors' responsibilities
The directors are responsible for preparing the annual 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 International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom.
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, International Accounting Standard 1 requires that directors:
properly select and apply accounting policies;
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and
make an assessment of the company's ability to continue as a going concern.
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 of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
Patrick Prince
Director
30 October 2023
WorldAware Holdings Limited
Independent auditor's report
To the members of WorldAware Holdings Limited
Page 3
Opinion
We have audited the financial statements of WorldAware Holdings Limited (the 'company') for the year ended 31 January 2023 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 January 2023 and of its loss for the year then ended;
have been properly prepared in accordance with UK adopted international accounting standards; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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 Auditor's 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 UK, including the FRC’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.
We draw to your attention to the company’s accounting policies note 1.2 within the financial statements which explain that the directors intend to close the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a break up basis.
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
WorldAware Holdings Limited
Independent auditor's report (continued)
To the members of WorldAware Holdings Limited
Page 4
Opinions 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 take advantage of the small companies exemption from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, 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.
Auditor's 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 auditor's 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.
WorldAware Holdings Limited
Independent auditor's report (continued)
To the members of WorldAware Holdings Limited
Page 5
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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.
Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.
Audit response to risks identified
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.
There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
WorldAware Holdings Limited
Independent auditor's report (continued)
To the members of WorldAware Holdings Limited
Page 6
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 auditor's 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.
Michael Di Leto (Senior Statutory Auditor)
For and on behalf of Saffery LLP
2 November 2023
Chartered Accountants
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
WorldAware Holdings Limited
Statement of comprehensive income
For the year ended 31 January 2023
Page 7
2023
2022
Notes
£
£
Administrative expenses
(204,239)
(573,331)
Operating loss
3
(204,239)
(573,331)
Investment revenues
5
81
2,565
Loss before taxation
(204,158)
(570,766)
Income tax expense
Loss and total comprehensive income for the year
(204,158)
(570,766)
WorldAware Holdings Limited
Statement of financial position
As at 31 January 2023
Page 8
2023
2022
Notes
£
£
Non-current assets
Intangible assets
6
3,692
7,100
Investments
8
194,084
394,084
Deferred tax asset
12
41,385
41,385
239,161
442,569
Current assets
Trade and other receivables
10
1,368,238
1,320,708
Cash and cash equivalents
15,674
59,651
1,383,912
1,380,359
Current liabilities
Trade and other payables
11
10,936
6,633
Net current assets
1,372,976
1,373,726
Net assets
1,612,137
1,816,295
Equity
Called up share capital
13
505,334
505,334
Share premium account
14
380,902
380,902
Retained earnings
725,901
930,059
Total equity
1,612,137
1,816,295
The financial statements were approved by the board of directors and authorised for issue on 30 October 2023 and are signed on its behalf by:
Patrick Prince
Director
Company Registration No. SC086069
WorldAware Holdings Limited
Statement of changes in equity
For the year ended 31 January 2023
Page 9
Share capital
Share premium account
Retained earnings
Total
£
£
£
£
Balance at 1 February 2021
505,334
380,902
1,500,825
2,387,061
Year ended 31 January 2022:
Loss and total comprehensive income for the year
-
-
(570,766)
(570,766)
Balance at 31 January 2022
505,334
380,902
930,059
1,816,295
Year ended 31 January 2023:
Loss and total comprehensive income for the year
-
-
(204,158)
(204,158)
Balance at 31 January 2023
505,334
380,902
725,901
1,612,137
WorldAware Holdings Limited
Statement of cash flows
For the year ended 31 January 2023
Page 10
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
18
(44,058)
(136,443)
Net cash outflow from operating activities
(44,058)
(136,443)
Investing activities
Proceeds from disposal of subsidiaries
-
55,585
Interest received
81
2,565
Net cash generated from investing activities
81
58,150
Net decrease in cash and cash equivalents
(43,977)
(78,293)
Cash and cash equivalents at beginning of year
59,651
137,944
Cash and cash equivalents at end of year
15,674
59,651
WorldAware Holdings Limited
Notes to the financial statements
For the year ended 31 January 2023
Page 11
1
Accounting policies
Company information
WorldAware Holdings Limited is a private company limited by shares incorporated in Scotland. The registered office is 3rd Floor, 2 Semple Street, Edinburgh, EH3 8BL. .
1.1
Accounting convention
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.
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 as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Going concern
The going concern basis of reporting has not been applied for the year ended 31 January 2023 as the directors have deemed this to be inappropriate. This is because since the end of the reporting period the company is no longer required by the group to carry out its principal activity. The intention of the directors within the next 12 months is to liquidate the company. These financial statements are therefore prepared on the break-up basis. Accordingly all assets are stated at the recoverable amount and all known liabilities have been recognised
1.3
Intangible assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
1
Accounting policies (continued)
Page 12
1.4
Property, plant and equipment
Property, plant and equipment 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:
Computers
3 years straight line
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 recognised in the income statement.
1.5
Non-current 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.
1.6
Impairment of tangible and intangible assets
At each reporting end date, the company reviews the carrying amounts of its tangible and intangible 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 an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
1
Accounting policies (continued)
Page 13
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.7
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.8
Financial assets
Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.
Financial assets held at amortised cost
Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
1
Accounting policies (continued)
Page 14
Financial assets at fair value through other comprehensive income
Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.
The company has made an irrevocable election to recognize changes in fair value of investments in equity instruments through other comprehensive income, not through profit or loss. A gain or loss from fair value changes will be shown in other comprehensive income and will not be reclassified subsequently to profit or loss. Equity instruments measured at fair value through other comprehensive income are recognized initially at fair value plus transaction cost directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognized through other comprehensive income are directly transferred to retained earnings when the equity instrument is derecognized or its fair value substantially decreased. Dividends are recognized as finance income in profit or loss.
Impairment of financial assets
Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.
1.9
Financial liabilities
The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
1
Accounting policies (continued)
Page 15
Other financial liabilities
Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
1.10
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.11
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 inventories or non-current assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
A termination benefit liability is recognised at the earlier of when the entity can no longer withdraw the offer of the termination benefit and when the entity recognises any related restructuring costs.
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.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 16
2
Adoption of new and revised standards and changes in accounting policies
During the financial period, the company adopted the following new IFRSs (including amendments thereto) and IFRIC interpretations, that became effective for the first time:
Standard
Effective date
Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements)
1 January 2023
Definition of Accounting Estimates (Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors)
1 January 2023
Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12 Income Taxes)
1 January 2023
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements, the following Standards and Interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective (and in some cases had not yet been adopted by the EU):
Standard
Effective date
Classification of Liabilities as Current or Non-Current, Non-current Liabilities with Covenants: amendments to IAS 1
1 January 2024
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
1 January 2024
3
Operating loss
2023
2022
Operating loss for the year is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
19,000
19,000
Depreciation of property, plant and equipment
310
Amortisation of intangible assets (included within administrative expenses)
3,408
3,408
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 17
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
Total
5
Investment income
2023
2022
£
£
Interest income
Financial instruments measured at amortised cost:
Other interest income on financial assets
81
2,565
Income above relates to assets held at amortised cost, unless stated otherwise.
6
Intangible assets
Software
Intellectual property
Total
£
£
£
Cost
At 1 February 2021
38,945
48,325
87,270
At 31 January 2022
38,945
48,325
87,270
At 31 January 2023
38,945
48,325
87,270
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
6
Intangible assets
Software
Intellectual property
Total
£
£
£ (continued)
Page 18
Amortisation and impairment
At 1 February 2021
28,437
48,325
76,762
Charge for the year
3,408
-
3,408
At 31 January 2022
31,845
48,325
80,170
Charge for the year
3,408
-
3,408
At 31 January 2023
35,253
48,325
83,578
Carrying amount
At 31 January 2023
3,692
-
3,692
At 31 January 2022
7,100
-
7,100
At 31 December 2020
10,507
-
10,507
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 19
7
Property, plant and equipment
Computers
£
Cost
At 1 February 2021
1,015
At 31 January 2022
1,015
At 31 January 2023
1,015
Accumulated depreciation and impairment
At 1 February 2021
705
Charge for the year
310
At 31 January 2022
1,015
At 31 January 2023
1,015
Carrying amount
At 31 December 2020
310
8
Investments
Current
Non-current
2023
2022
2023
2022
£
£
£
£
Investments in subsidiaries
194,084
394,084
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
8
Investments (continued)
Page 20
Movements in non-current investments
Shares in group undertakings
£
Cost or valuation
At 1 February 2022 & 31 January 2023
394,084
Impairment
At 1 February 2022
-
Impairment losses
(200,000)
At 31 January 2023
(200,000)
Carrying amount
At 31 January 2023
194,084
At 31 January 2022
394,084
An impairment has been made on the investment value of WorldAware Limited due to the company closing within the next 12 months.
9
Subsidiaries
Details of the company's principal subsidiaries at 31 January 2023 are as follows:
Country of
Ownership
Name of undertaking
incorporation
interest (%)
WorldAware Limited
England and Wales
-
WorldAware Solutions (Pty) Limited
South Africa
100
10
Trade and other receivables
2023
2022
£
£
VAT recoverable
110
Amounts owed by fellow group undertakings
1,368,128
1,320,708
1,368,238
1,320,708
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 21
11
Trade and other payables
2023
2022
£
£
Trade payables
420
Amounts owed to fellow group undertakings
8,107
-
Accruals
2,409
4,909
Social security and other taxation
1,724
10,936
6,633
12
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.
Tax losses
£
Asset at 1 February 2021
(41,385)
Asset at 1 February 2022 and 31 January 2023
(41,385)
13
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
50,533,355
50,533,355
505,334
505,334
14
Share premium account
2023
2022
£
£
At the beginning and end of the year
380,902
380,902
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 22
15
Events after the reporting date
As further disclosed in the accounting policies note 1.2, since the end of the reporting period the company is no longer required by the group to carry out its principal activity. Within the next 12 months, the directors are planning to commence the formal members voluntary liquidation process by appointing liquidators to wind up the affairs of the company. The going concern basis is therefore not deemed to be appropriate and the financial statements have been prepared on the break up basis. All assets as at 31 January 2023 have accordingly been stated at the recoverable amount and all known liabilities have been recognised
16
Related party transactions
At 31 January 2023 the company was owed £970,222 (2022: £922,803) by subsidiary undertakings. During the period, the company charged interest of £81 (2022: £2,565) and management fees of £Nil (2022: £Nil) to subsidiary undertakings.
At 31 January 2023 the company was owed £397,905 (2022: £397,905) by the immediate parent company.
17
Controlling party
The immediate parent company is WorldAware Inc, a company registered in the USA.
The ultimate parent company is Garda World Security Corporation, a company registered in Canada. Copies of the group financial statements are available at 1390 Barre Street, 2nd Floor, Monteal, Quebec, H3C 1N4, Canada.
In the opinion of the directors, there is no single ultimate controlling party.
WorldAware Holdings Limited
Notes to the financial statements (continued)
For the year ended 31 January 2023
Page 23
18
Cash absorbed by operations
2023
2022
£
£
Loss for the year before income tax
(204,158)
(570,766)
Adjustments for:
Investment income
(81)
(2,565)
Amortisation and impairment of intangible assets
3,408
3,408
Depreciation and impairment of property, plant and equipment
310
Impairment on investments
200,000
Movements in working capital:
(Increase)/decrease in trade and other receivables
(47,420)
452,321
Increase/(decrease) in trade and other payables
4,193
(19,151)
Cash absorbed by operations
(44,058)
(136,443)
2023-01-312022-02-01falseCCH SoftwareCCH Accounts Production 2023.100Patrick PrinceSeguinPierre-Hubert SeguinSC0860692022-02-012023-01-31SC086069bus:Director12022-02-012023-01-31SC086069bus:CompanySecretaryDirector12022-02-012023-01-31SC086069bus:CompanySecretary12022-02-012023-01-31SC086069bus:Director22022-02-012023-01-31SC086069bus:RegisteredOffice2022-02-012023-01-31SC0860692023-01-31SC086069core:ContinuingOperations2022-02-012023-01-31SC0860692021-02-012022-01-31SC086069core:ContinuingOperations2021-02-012022-01-31SC086069core:RetainedEarningsAccumulatedLosses2022-02-012023-01-31SC086069core:RetainedEarningsAccumulatedLosses2021-02-012022-01-31SC086069core:IntangibleAssetsOtherThanGoodwill2023-01-31SC086069core:IntangibleAssetsOtherThanGoodwill2022-01-31SC086069core:Non-currentFinancialInstruments2023-01-31SC086069core:Non-currentFinancialInstruments2022-01-31SC0860692022-01-31SC086069core:TaxLossesCarry-forwardsDeferredTax2021-01-31SC086069core:TaxLossesCarry-forwardsDeferredTax2023-01-31SC0860692022-01-31SC0860692021-01-31SC086069core:CurrentFinancialInstruments2023-01-31SC086069core:ShareCapital2023-01-31SC086069core:ShareCapital2022-01-31SC086069core:SharePremium2023-01-31SC086069core:SharePremium2022-01-31SC086069core:RetainedEarningsAccumulatedLosses2023-01-31SC086069core:RetainedEarningsAccumulatedLosses2022-01-31SC086069core:SharePremium2021-01-31SC086069core:OtherMiscellaneousReserve2021-01-31SC086069core:IntangibleAssetsOtherThanGoodwill2022-02-012023-01-31SC086069core:Held-to-maturityFinancialAssets2022-02-012023-01-31SC086069core:Available-for-saleFinancialAssets2022-02-012023-01-31SC086069core:ComputerSoftware2021-01-31SC086069core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2021-01-31SC086069core:ComputerSoftware2022-01-31SC086069core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2022-01-31SC086069core:ComputerSoftware2023-01-31SC086069core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-01-31SC086069core:ComputerSoftware2022-01-31SC086069core:ComputerSoftware2022-02-012023-01-31SC086069core:ComputerEquipment2021-01-31SC086069core:ComputerEquipment2022-01-31SC086069core:ComputerEquipment2023-01-31SC086069core:ComputerEquipment2021-02-012022-01-31SC086069core:CurrentFinancialInstruments2022-01-31SC086069bus:PrivateLimitedCompanyLtd2022-02-012023-01-31SC086069bus:Audited2022-02-012023-01-31SC086069bus:FullIFRS2022-02-012023-01-31SC086069bus:FullAccounts2022-02-012023-01-31xbrli:purexbrli:sharesiso4217:GBP