DOTRISE LTD

Company Registration Number:
11899118 (England and Wales)

Unaudited statutory accounts for the year ended 31 December 2022

Period of accounts

Start date: 1 January 2022

End date: 31 December 2022

DOTRISE LTD

Contents of the Financial Statements

for the Period Ended 31 December 2022

Balance sheet
Additional notes
Balance sheet notes

DOTRISE LTD

Balance sheet

As at 31 December 2022

Notes 2022 2021


£

£
Called up share capital not paid: 0 0
Fixed assets
Intangible assets:   0 0
Tangible assets:   0 0
Investments: 3 3,197,062 2,935,000
Total fixed assets: 3,197,062 2,935,000
Current assets
Stocks:   0 0
Debtors: 4 5,953,000 5,305,569
Cash at bank and in hand: 5,135,387 6,714,585
Investments:   0 0
Total current assets: 11,088,387 12,020,154
Prepayments and accrued income: 0 0
Creditors: amounts falling due within one year: 5 ( 1,923,677 ) ( 1,306,768 )
Net current assets (liabilities): 9,164,710 10,713,386
Total assets less current liabilities: 12,361,772 13,648,386
Creditors: amounts falling due after more than one year:   0 0
Provision for liabilities: 0 0
Accruals and deferred income: 0 0
Total net assets (liabilities): 12,361,772 13,648,386
Capital and reserves
Called up share capital: 117 117
Share premium account: 0 0
Other reserves: 0 0
Profit and loss account: 12,361,655 13,648,269
Total Shareholders' funds: 12,361,772 13,648,386

The notes form part of these financial statements

DOTRISE LTD

Balance sheet statements

For the year ending 31 December 2022 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors have chosen not to file a copy of the company's profit and loss account.

This report was approved by the board of directors on 28 September 2023
and signed on behalf of the board by:

Name: alexander puregger
Status: Director

The notes form part of these financial statements

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Other accounting policies

    investments and creditors policies, tax and foreign exchange policies

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

  • 2. Employees

    2022 2021
    Average number of employees during the period 1 1

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

3. Fixed assets investments note

InvestmentsCost and valuationAt 1 January 2022Additions - Movement in fair value - Disposals (50)- 2,485,000 700,000 908,908 - (966,488) - (380,358)2,935,120 1,608,908 (966,488) (380,408)3,197,132120 (50) 703,197,0622,935,000Investment in subsidiaries 5(a).Investment in Other Associates investments450,1205(b). 5(c). Total €€€€ At 31 December 2022450,070 700,000 2,047,062120 - - (50) - - 70 - -450,000 700,000 2,047,062450,000 - 2,485,000 ProvisionsAt 1 January 2022 Released in the period At 31 December 2022Net book valueAt 31 December 2022At 31 December 20215 (a). Investments in subsidiaries During the year ended 31 December 2022 the Company liquidated its subsidiary in Germany and undertook most of the work to liquidate its subsidiary in Canada. This resulted in a small profit from the write-back of intercompany loans, but no impact on the write-off of the investment costs, as these were fully provided against in the prior year. The dissolution of the subsidiary in Canada took place post year end on 13 September 2023.During the year ended 31 December 2022 an additional cost of €265,025 (2021: €1,658,636) was recognised in relation to the disposal of Fon Wireless, as outlined below, in relation to additional costs due from that entity to Fon Technology, which are now due to be settled by DotRise Ltd.The following transactions took place in the year ended 31 December 2021:In March 2021 the Company undertook a group reorganisation so that subsidiaries that were previously held by Fon Wireless Limited (a 100% subsidiary of DotRise) were transferred to DotRise, so that they were owned directly, with the exception of FON Labs SL where Fon Wireless Limited retained ownership. The Company paid €25 for each of the subsidiaries, with the exception of XCellAir Software Canada Ltd which was owned by XCellAir US Inc, which gave rise to additions of €100. Page 5DOTRISE LTDNOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 20225 (a). Investments in subsidiaries (continued)On 16th April 2021 the Company sold 100% of its shareholding in Fon Wireless Limited (along with its subsidiary FON Labs SL) to Agile Content SA, which is considered to be the ultimate controlling party from that date. Resulting in the disposal cost of investments in subsidiaries of €4,590,746 and a loss on disposal of €1,658,636 after the above restructuring, which was required as part of the sale.In November 2021 XCellAir Inc sold its investment in XCellAir Software Canada Ltd to DotRise Limited for €20. XCellAir Inc was subsequently dissolved on 11 November 2021. As at 31 December 2021 a provision of €120 has been made against the investments held in all of the subsidiaries with the exception of DotPlus SL, as these entities are expected to cease operations in the near future.At 31 December 2022 the Company had interests in the following subsidiaries: Name of subsidiaryFON Hong Kong LimitedFON Technology SLDotPlus SLXCellAir Software Canada LtdincorporationHong Kong Spain SpainCanadaheld Nature of business100% Providing WiFi access 100% Providing WiFi access 100% Investment in property100% Providing WiFi access5 (b). Investment in AssociatesClass of share heldOrdinary shares Ordinary sharesOrdinary shares Ordinary sharesCountry of ProportionDuring the year ended 31 December 2022 the Company acquired an investment in 40% of Desarrollos Inmobiliarios Golf De Leon, S.L., a company incorporated in Spain. The acquisition includes a deferred element of up to €340,000 (see note 8), which is due to be settled within one year, but which may vary based on whether the final amount is settled in cash or Agile Content SA shares.5 (c). Other investmentsAs part of the sale of Fon Wireless Limited to Agile Content SA in 2021, DotRise Limited received consideration of €2,625,000 in the form of Agile Content SA shares. As Agile Content SA is a listed entity the Company has revalued the shareholding at the year end share price, which has resulted in a loss of €959,000 (2021: €140,000) being recognised within the statement of comprehensive income.During the year ended 31 December 2022 the Company also made additional investments in listed companies and funds, which are managed by a third party. These investments resulted in realised gains and losses; and revaluations totalling a net loss of €22,684 (2021: €nil), which is also recognised within the statement of comprehensive income.

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

4. Debtors

2022 2021
£ £
Trade debtors 3,000 0
Prepayments and accrued income 0 0
Other debtors 5,950,000 5,305,569
Total 5,953,000 5,305,569
Debtors due after more than one year: 0 0

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

5. Creditors: amounts falling due within one year note

2022 2021
£ £
Taxation and social security 3,325
Accruals and deferred income 9,328
Other creditors 1,911,024 1,306,768
Total 1,923,677 1,306,768

DOTRISE LTD

Notes to the Financial Statements

for the Period Ended 31 December 2022

6. Financial Commitments

nil