REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 |
FOR |
REZOLVE LIMITED |
REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 |
FOR |
REZOLVE LIMITED |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 4 |
REZOLVE LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
ACCOUNTANTS: |
Chartered Accountants |
Scottish Provident House |
76/80 College Road |
Harrow |
Middlesex |
HA1 1 BQ |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
BALANCE SHEET |
31 DECEMBER 2022 |
31.12.22 | 31.12.21 |
Notes | $ | $ | $ | $ |
FIXED ASSETS |
Intangible assets | 4 |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
CREDITORS |
Amounts falling due after more than one year |
9 |
NET (LIABILITIES)/ASSETS | ( |
) |
CAPITAL AND RESERVES |
Called up share capital |
Share premium |
Capital contribution reserve |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) |
The directors acknowledge their responsibilities for: |
(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
BALANCE SHEET - continued |
31 DECEMBER 2022 |
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 |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
1. | STATUTORY INFORMATION |
Rezolve Limited is a private company, limited by shares, registered in England and Wales under the Companies Act 2006. 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 |
The preparation of financial statements in compliance with FRS 102 Section 1A requires the use of certain critical accounting estimates. lt also requires management to exercise judgement in applying the Company's accounting policies |
Consolidated financial statements |
The financial statements contain information about Rezolve Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company has taken advantage of the exemption conferred by the Companies Act 2006 not to produce consolidated financial statements as the group it heads is small in accordance with section 383 of the Companies Act 2006. These financial statements therefore present information about the company as an individual undertaking and not about its group. |
Going concern |
These financial statements have been prepared on a going concern basis which assumes that the company will be able to realize its assets and discharge its liabilities in the normal course of business as they fall due in the foreseeable future. |
The company has continued to rely upon capital contributions and debt facilities provided by its shareholders and other third parties to maintain an adequate level of cash to satisfy its capital and operating requirements. |
The directors have prepared projected cash flow information for a period including twelve months from the date of approval of these financial information. In the opinion of the directors the company has sufficient liquidity to continue as a going concern for the foreseeable future. As a conclusion, the directors believe that the financial statements are appropriately prepared under the going concern basis. |
Revenue |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
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. |
Tangible fixed assets |
Plant and machinery etc | - |
Investments in subsidiaries |
Investments in subsidiary companies are measured at cost less accumulated impairment. |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
The company's cash at bank and in hand, other debtors and accrued income, its trade and other creditors and amounts owed to group undertakings are measured initially at the transaction price, including transaction costs and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year are measured at the undiscounted amount of the cash or other consideration expected to be paid or received. |
Financial liabilities and equity are classified according to the substance of the financial instrument's contractual obligations, rather than the financial instrument's legal form. Financial liabilities, excluding convertible debt, are initially measured at transaction price (including transaction costs) and subsequently held at amortised cost. |
Convertible debt |
The proceeds received on issue of the company's convertible debt have been allocated entirely to the liability based on its fair value. The fair value is equal to the discounted cash flows using a market rate of interest that would be payable on a similar debt instrument that did not include an option to convert. On conversion, the debt is credited to share capital and share premium as appropriate. |
Current and deferred 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 or 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. |
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date. |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed by the reporting date. Deferred tax assets are only recognised to the extent that they are considered recoverable against future taxable profits. |
Deferred tax is measured at the rates that are expected to apply in the periods in which the timing differences are expected to reverse. Deferred tax balances are not discounted. |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currency translation |
Functional and presentation currency |
Items included in the financial statements of the company are measured using the currency of the primary economic environment in which the entity operates ("the functional currency"). The financial statements are presented in United States Dollar, which is the company's functional and presentation currency. |
Transactions and balances |
Foreign currency transactions are translated into the company's functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. |
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in profit or loss within interest payable and similar charges. All other foreign exchange gains and losses are presented in profit or loss within administrative expenses. |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
2. | ACCOUNTING POLICIES - continued |
Finance costs |
Finance costs are charged to profit or loss over the term of the debt using the effective interest rate 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. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company.has no further payment obligations. |
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the statement of financial position. The assets of the plan are held separately from the company in independently administered funds. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | INTANGIBLE FIXED ASSETS |
Other |
intangible |
assets |
$ |
COST |
At 1 January 2022 |
and 31 December 2022 |
AMORTISATION |
At 1 January 2022 |
Charge for year |
At 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 December 2021 |
Intangible fixed assets relates to computer software purchased. |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
5. | TANGIBLE FIXED ASSETS |
Plant and |
machinery |
etc |
$ |
COST |
At 1 January 2022 |
Additions |
At 31 December 2022 |
DEPRECIATION |
At 1 January 2022 |
Charge for year |
At 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 December 2021 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
$ |
COST |
At 1 January 2022 |
Additions |
At 31 December 2022 |
NET BOOK VALUE |
At 31 December 2022 |
At 31 December 2021 |
7. | DEBTORS |
31.12.22 | 31.12.21 |
$ | $ |
Amounts falling due within one year: |
Other tax receivable | 195,839 | 648,550 |
Amounts owed by group undertakings |
Other debtors |
Called up share capital not paid |
Prepayments and accrued income |
Amounts falling due after more than one year: |
Other debtors |
Aggregate amounts |
REZOLVE LIMITED (REGISTERED NUMBER: 09773823) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 DECEMBER 2022 |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.12.22 | 31.12.21 |
$ | $ |
Trade creditors |
Amounts owed to group undertakings |
Social security and other taxes |
Other creditors |
Accruals and deferred income |
Amounts owed to group undertakings are unsecured, interest free and repayable on demand. |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
31.12.22 | 31.12.21 |
$ | $ |
Other creditors | - | 4,485,044 |
10. | CAPITAL COMMITMENTS |
31.12.22 | 31.12.21 |
$ | $ |
Contracted but not provided for in the |
financial statements |
11. | ULTIMATE CONTROLLING PARTY |
The ultimate controlling party is Mr D Wagner, a shareholder and director of the company, by virtue of special provisions contained within the Articles of Association. |