44374803 2023-10-13 2023-12-31 fsa:RetainedEarningsMember 44374803 2023-10-13 2023-12-31 fsa:ReserveForNetRevaluationAccordingToEquityMethodMember 44374803 2023-10-13 2023-12-31 44374803 2023-12-31 44374803 2023-10-13 2023-12-31 1 44374803 2023-10-13 2023-12-31 2 44374803 2023-10-13 2023-12-31 3 44374803 2023-10-13 2023-12-31 1 44374803 2023-10-13 2023-12-31 1 iso4217:DKK 2023-10-13 2023-12-31 2024-07-11 2024-07-11 2024-07-11 København K inforevision statsautoriseret revisionsaktieselskab 2860 Søborg Holdco A ApS Buddingevej 312 Nørre Søgade 13, 1.th. 1370 Søborg 44374803 The purpose of the Company is to be a holding company and thus to invest in and own shares in other companies and all activities which, in the opinion of the Board of Directors, are related thereto. The results of the company's activities in the financial year amounted to a profit/loss of DKK 453.683. The equity at the balance sheet date amounted to DKK 11.493.683. Today The Board of Directors and The Executive Board have considered and adopted the annual report for 13 October 2023 - 31 December 2023 for Holdco A ApS. The annual report is prepared in accordance with the Danish Financial Statements Act. In our opinion, the financial statements give a true and fair view of the company's financial position at 31 December 2023 and of the results of its operations for the financial year 13 October 2023 - 31 December 2023. We believe that the Management's review contains a fair review of the affairs and conditions referred to therein. We recommend that the annual report be adopted at the Annual General Meeting. To the shareholder's of Holdco A ApS We have performed an extended review of the financial statements of Holdco A ApS for the financial year 13 October 2023 - 31 December 2023, which comprise a summary of significant accounting policies, income statement, balance sheet, statement of changes in equity and notes. The financial statements are prepared under the Danish Financial Statements Act. Based on our work performed, in our opinion, the financial statements give a true and fair view of the company's financial position as at 31 December 2023 and of the results of the company's operations for the financial year 13 October 2023 - 31 December 2023 in accordance with the Danish Financial Statements Act. We conducted our extended review in accordance with the Danish Business Authority's Assurance Standard for Small Enterprises and FSR – Danish Auditors' standard on extended review of financial statements prepared in accordance with the Danish Financial Statements Act. Our responsibilities under those standards and requirements are further described in the "Practitioner's responsibilities for the extended review of the financial statements” section of our report. We are independent of the company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines 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 Management is 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 in preparing the financial statements unless Management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so. Our responsibility is to express a conclusion on the financial statements. This requires that we plan and perform procedures in order to obtain limited assurance for our conclusion on the financial statements and in addition perform specifically required supplementary procedures to obtain further assurance for our conclusion. An extended review comprises procedures that primarily consist of making inquiries of Management and others within the Company, as appropriate, analytical procedures and the specifically required supplementary procedures as well as evaluation of the evidence obtained. The procedures performed in an extended review are less than those performed in an audit, and accordingly, we do not express an audit opinion on the financial statements. Management is responsible for the Management's review. Our opinion on the financial statements does not cover the Management's review, and we do not express any form of assurance conclusion thereon. In connection with our extended review of the financial statements, our responsibility is to read the Management's review and, in doing so, consider whether the Management's review is materially inconsistent with the financial statements or our knowledge obtained during the extended review, or otherwise appears to be materially misstated. Moreover, it is our responsibility to consider whether the Management's review provides the information required under the Danish Financial Statements Act. Based on the work we have performed, we conclude that the Management's review is in accordance with the financial statements and has been prepared in accordance with the requirements of the Danish Financial Statements Act. We did not identify any material misstatement in the Management's review. The annual report has been prepared in accordance with Danish financial statement legislation as well as generally accepted accounting principles. The annual report has been prepared in accordance with the provisions of the Danish Financial Statements Act governing Reporting class B.Some provisions from reporting class C has been adopted.It is the company's first financial year. The financial year consists of 3,5 months. The accounting policies applied are described as follows. Consolidated financial statements has not been prepared in accordance with the Danish Financial Statement Act section 110. The financial statements have been prepared based on historical cost.The income is recognised in the income statement as earned. Furthermore, value adjustments of financial assets and liabilities measured at fair value or amortised cost are recognised. Moreover, all expenses incurred to achieve the earnings for the year are recognised in the income statement, including depreciation, amortisation, impairment losses and provisions as well as reversals due to changed accounting estimates of amounts that have previously been recognised in the income statement.Assets are recognised in the balance sheet when it is probable that future economic benefits attributable to the asset will flow to the company, and the value of the asset can be measured reliably. Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow out of the company, and the value of the liability can be measured reliably.Assets and liabilities are initially measured at cost. Subsequently, assets and liabilities are measured as described for each item below.Certain financial assets and liabilities are measured at amortised cost, which involves the recognition of a constant effective interest rate over the maturity period. Amortised cost is calculated as original cost less any repayments and with addition/deduction of the cumulative amortisation of any difference between cost and the nominal amount. In this way, capital losses and gains are allocated over the maturity period.Recognition and measurement take into account predictable losses and risks occurring before the presentation of the annual report which confirm or invalidate affairs and conditions existing at the balance sheet date.The functional currency is Danish Kroner. All other currencies are considered foreign currencies. During the year, transactions in foreign currencies have been translated applying the exchange rate at the transaction date. If currency positions are considered hedge of future cash flows, the value adjustments are recognised directly in equity.Receivables and debt denominated in foreign currencies have been recognised at the exchange rate of the balance sheet date.Realised and unrealised exchange gains and losses have been recognised in the income statement under other financial income and expenses. Gross profit/loss includes "External expenses". External expenses comprises Administrative expenses. Income from investments in group enterprises comprises the pro rata share of the group enterprises’ profit/loss adjusted for internal profits and losses less amortisation of goodwill on consolidation for the year. Financial income is recognised with amounts concerning the financial year. Financial income comprise interest, realised and unrealised exchange gains, realised and unrealised gains on sale of other securities and investments, dividends as well as interest reimbursements under the Danish Tax Prepayment Scheme. Financial expenses is recognised with amounts concerning the the financial year. Financial expenses comprise interest. The balance sheet has been presented in account form. Investments in group enterprises have been recognised according to the equity method. This means that investments are measured at the pro rata share of the group enterprises' net asset value adjusted for internal dividends and profit or losses.Distributable reserves in group enterprises which are distributed as dividends to the parent at the balance sheet date are included in the value of investments.Group enterprises with negative net asset values are measured at zero, and any receivable from such enterprises is written down by the Parent's share of the negative net asset value to the extend deemed irrecoverable. If the negative net asset value exceeds the amount receivable, the remaining amount is recognised in provisions to the extent the Parent has a legal or constructive obligation to cover the relevant enterprise's liabilities.Acquisition of group enterprises are recognised at cost. The difference between the cost price and the net asset value of the acquired company, which appears at the time of establishing the consolidation, is as far as possible allocated to the assets and liabilities whose value is higher or lower than the carrying amount. A remaining positive difference is treated as goodwill and included in the value of investments.A negative difference, reflecting an expected cost or an unfavourable development, are recognised as income in the income statement in the year of acquisition.Goodwill is amortised in the income statement over 7 years. The amortisation period is based on an assessment of the market position, earnings profile, and expectations of customers loyality, which within reasonable limits is based on historical data/registrations. Amortisations are recognised in the income statement with other value adjustments in the item income from investments in group enterprises. The total net revaluation of investments in group enterprises is allocated through the profit or loss distribution to "Reserve for net revaluation according to the equity method" under equity. The reserve is reduced by dividend distributions to the Parent and is adjusted by changes in equity in the group enterprises. Receivables are measured in the balance sheet at the lower of amortised cost and net realisable value, which corresponds to nominal value less provisions for bad debts. Provisions for bad debts are determined on the basis of an individual assessment of each receivable. Reserve for net revaluation according to equity method comprise net revaluation in group enterprises, associates and participating interests. The reserve is reduced by dividend distributed to the Parent and adjusted for other equity movements in the group enterprises, associates and participating interests. The reverse may be eliminated with negative retained earnings. The reserve is reduced or dissolved when divesting the group enterprises, associates and participating interests.Increases of the share capital is recognised directly into equity less related transaction cost. Deferred tax is measured using the balance sheet liability method. Provision has been made for deferred tax by 22% on all temporary differences between carrying amount and tax-based value of assets and liabilities. Deferred tax is also measures with respect of the planned use of the asset and the settlement of the liability. The tax value of the tax losses to be carried forward are included in the calculation of deferred taxes if it is probable that the losses can be used. Deferred tax assets are measured at net realisable value.The company is jointly taxed with other Danish group enterprises with DDG Top ApS as Management company. The tax effect of the joint taxation is allocated among the group enterprises in ratio to their taxable income according to the rules on full allocation with a refund for tax losses of the Danish Corporation Tax Act. Joint tax contributions between the jointly taxed companies which have not been settled at the balance sheet date are classified as joint tax contributions in receivables or liabilities other than provisions. Financial debts are recognised initially at the proceeds received net of transaction expenses incurred, which are directly related with the loan. In subsequent years, financial debts are measured at amortised cost equal to the capitalised value using the effective interest rate. The difference between the proceeds and the nominal value is recognised in the income statement over the loan period. Short-term debts are measured at amortised cost, substantially corresponding to nominal value. -13125 524829 206 58227 453683 0 453683 -71146 23170241 23170241 23170241 125000 125000 950450 1075450 24245691 40000 524829 10928854 11493683 11058227 11058227 1243281 450500 1693781 12752008 24245691 524829 STATEMENT OF CHANGES IN EQUITY Contributed capital Reserve for net revaluation according to equity method Retained earnings Total DKK DKK DKK DKK Contribution at subscription 40,000 0 40,000 Group contribution 11,000,000 11,000,000 Distributed profit/loss for the year 524,829 -71,146 453,683 Equity at 31 December 2023 40,000 524,829 10,928,854 11,493,683 206 FINANCE INCOME 2023 DKK Other financial income 206 Total 206 58227 FINANCE EXPENSES 2023 DKK Financial expenses to group enterprises 58,227 Total 58,227 TAX EXPENSE Deferred tax Tax on profit/loss for the year DKK DKK Payables at 13 October 2023 0 Tax on profit/loss for the year 0 0 Payables at 31 December 2023 0 Tax on profit/loss for the year recognised in the income statement 0 INVESTMENTS Investments in group enterprises Total DKK DKK Additions for the year 22,645,412 22,645,412 Cost at 31 December 2023 22,645,412 22,645,412 Revaluations for the year 790,166 790,166 Revaluations at 31 December 2023 790,166 790,166 Amortisation for the year -265,337 -265,337 Amortisation and impairment losses at 31 December 2023 -265,337 -265,337 Carrying amount at 31 December 2023 23,170,241 23,170,241 INVESTMENTS IN GROUP ENTERPRISES According to annual report Holdco A ApS share Equity interest Contributed capital Profit/loss for the year Equity Share of profit/loss for the year Share of equity DKK DKK DKK DKK Tandlæge Lene Ploug Olsen ApS 49% 40,000 957,191 1,147,237 469,024 562,146 Total 469,024 562,146 Goodwill 22,288,340 Amortisations -265,337 -265,337 Adjustment accounting policies 488,167 585,092 Total 691,854 23,170,241 Recognition in balance sheet: Investments in group enterprises 23,170,241 Total 23,170,241 LONG-TERM LIABILITIES 31/12‑2023 DKK Liabilities in total: Payables to group enterprises 11,058,227 Total 11,058,227 Current portion of non-current liabilities: Payables to group enterprises 0 Total 0 Due beyond 5 years after the balance sheet date: Payables to group enterprises 11,058,227 Total 11,058,227 ASSETS CHARGED AND COLLATERAL 2023 Nominal value of the collateral Booked value of assets deposited as security DKK DKK Unlisted shares in group enterprises deposited as security for other group enterprises’ engagement with credit institution 61,250 22,951,788 CONTINGENT ASSETS 2023 DKK Unrecognised deferred tax assets due to tax losses carried forward and tax depreciation below accounting depreciation on fixtures, fittings, tools and equipment 15,652 CONTINGENT LIABILITIES Holdco A ApS are jointly taxed with other group companies and are severally liable for tax on the jointly taxed incomes etc. of the group. Moreover, the group companies are jointly and severally liable for Danish withholding taxes by way of tax on interest, dividend tax and tax on royalty payments. Any subsequent adjustments of corporation taxes and withholding taxes may increase the company's liability. Holdco A ApS has an unlimited suretyship towards associates‘ engagement with credit institution. The debt at the balance sheet date amounts to 31,402,872 Grundlag for konklusion Konklusion Regnskabsklasse B Årsrapport Erklæring om udvidet gennemgang Anne Lene Ploug Olsen Bestyrelsesmedlem Frans Maarten van Berckel Formand Svetlana Markusenko Bestyrelsesmedlem Frans Maarten van Berckel Direktør Frans Maarten van Berckel mne33745 Simon Høgenhav inforevision statsautoriseret revisionsaktieselskab 19263096