Caseware UK (AP4) 2022.0.179 2022.0.179 2023-02-282023-02-28242022-03-01falseNo description of principal activity21truetrueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006. 09524010 2022-03-01 2023-02-28 09524010 2021-03-01 2022-02-28 09524010 2023-02-28 09524010 2022-02-28 09524010 c:Director1 2022-03-01 2023-02-28 09524010 c:Director2 2022-03-01 2023-02-28 09524010 c:Director3 2022-03-01 2023-02-28 09524010 c:Director4 2022-03-01 2023-02-28 09524010 c:Director4 2023-02-28 09524010 c:RegisteredOffice 2022-03-01 2023-02-28 09524010 d:OfficeEquipment 2022-03-01 2023-02-28 09524010 d:OfficeEquipment 2023-02-28 09524010 d:OfficeEquipment 2022-02-28 09524010 d:OfficeEquipment d:OwnedOrFreeholdAssets 2022-03-01 2023-02-28 09524010 d:ComputerEquipment 2022-03-01 2023-02-28 09524010 d:ComputerEquipment 2023-02-28 09524010 d:ComputerEquipment 2022-02-28 09524010 d:ComputerEquipment d:OwnedOrFreeholdAssets 2022-03-01 2023-02-28 09524010 d:OwnedOrFreeholdAssets 2022-03-01 2023-02-28 09524010 d:CurrentFinancialInstruments 2023-02-28 09524010 d:CurrentFinancialInstruments 2022-02-28 09524010 d:Non-currentFinancialInstruments 2023-02-28 09524010 d:Non-currentFinancialInstruments 2022-02-28 09524010 d:CurrentFinancialInstruments d:WithinOneYear 2023-02-28 09524010 d:CurrentFinancialInstruments d:WithinOneYear 2022-02-28 09524010 d:Non-currentFinancialInstruments d:AfterOneYear 2023-02-28 09524010 d:Non-currentFinancialInstruments d:AfterOneYear 2022-02-28 09524010 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2023-02-28 09524010 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2022-02-28 09524010 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2023-02-28 09524010 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2022-02-28 09524010 d:ShareCapital 2023-02-28 09524010 d:ShareCapital 2022-02-28 09524010 d:SharePremium 2023-02-28 09524010 d:SharePremium 2022-02-28 09524010 d:RetainedEarningsAccumulatedLosses 2023-02-28 09524010 d:RetainedEarningsAccumulatedLosses 2022-02-28 09524010 c:OrdinaryShareClass1 2022-03-01 2023-02-28 09524010 c:OrdinaryShareClass1 2023-02-28 09524010 c:OrdinaryShareClass1 2022-02-28 09524010 c:OrdinaryShareClass2 2022-03-01 2023-02-28 09524010 c:OrdinaryShareClass2 2023-02-28 09524010 c:OrdinaryShareClass2 2022-02-28 09524010 c:FRS102 2022-03-01 2023-02-28 09524010 c:AuditExemptWithAccountantsReport 2022-03-01 2023-02-28 09524010 c:FullAccounts 2022-03-01 2023-02-28 09524010 c:PrivateLimitedCompanyLtd 2022-03-01 2023-02-28 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 09524010









NEARST LTD







UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 28 FEBRUARY 2023

 
NEARST LTD
 
 
COMPANY INFORMATION


Directors
N Brackenbury 
M Kreijn 
J W Barnett 
J D Douglas Mair (appointed 2 November 2022)




Registered number
09524010



Registered office
Rivington House

82 Great Eastern Street

London

England

EC2A 3JF




Accountants
Donald Reid Limited
Chartered Accountants

Prince Albert House

20 King Street

Maidenhead

Berkshire

SL6 1DT





 
NEARST LTD
 

CONTENTS



Page
Accountants' report
1
Balance sheet
2 - 3
Notes to the financial statements
4 - 13


 
NEARST LTD
 
 
  
CHARTERED ACCOUNTANTS' REPORT TO THE BOARD OF DIRECTORS ON THE PREPARATION OF THE UNAUDITED STATUTORY FINANCIAL STATEMENTS OF NEARST LTD
FOR THE YEAR ENDED 28 FEBRUARY 2023

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of NearSt Ltd for the year ended 28 February 2023 which comprise  the Balance sheet and the related notes from the Company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW)we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com /regulation.

This report is made solely to the Board of directors of NearSt Ltd, as a body, in accordance with the terms of our engagement letter dated 26 August 2021Our work has been undertaken solely to prepare for your approval the financial statements of NearSt Ltd  and state those matters that we have agreed to state to the Board of directors of NearSt Ltd, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than NearSt Ltd and its Board of directors, as a body, for our work or for this report. 

It is your duty to ensure that NearSt Ltd has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of NearSt Ltd. You consider that NearSt Ltd is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or review of the financial statements of NearSt Ltd. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

  



Donald Reid Limited
 
Chartered Accountants
  
Prince Albert House
20 King Street
Maidenhead
Berkshire
SL6 1DT
6 October 2023
Page 1

 
NEARST LTD
REGISTERED NUMBER: 09524010

BALANCE SHEET
AS AT 28 FEBRUARY 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
18,429
23,931

  
18,429
23,931

Current assets
  

Debtors: amounts falling due within one year
 5 
245,209
210,162

Cash at bank and in hand
 6 
50,482
712,848

  
295,691
923,010

Creditors: amounts falling due within one year
 7 
(2,518,355)
(1,163,678)

Net current liabilities
  
 
 
(2,222,664)
 
 
(240,668)

Total assets less current liabilities
  
(2,204,235)
(216,737)

Creditors: amounts falling due after more than one year
 8 
(17,884)
(25,284)

  

Net liabilities
  
(2,222,119)
(242,021)


Capital and reserves
  

Called up share capital 
 10 
6
6

Share premium account
  
4,951,001
4,951,001

Profit and loss account
  
(7,173,126)
(5,193,028)

  
(2,222,119)
(242,021)


Page 2

 
NEARST LTD
REGISTERED NUMBER: 09524010
    
BALANCE SHEET (CONTINUED)
AS AT 28 FEBRUARY 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 6 October 2023.




N Brackenbury
Director

The notes on pages 4 to 13 form part of these financial statements.

Page 3

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

1.


General information

NearSt Ltd is a private company limited by shares. The company was incorporated in the United Kingdom and is registered in England and Wales. The company's registration number is 09524010. The registered office address of the company is Rivington House, 82 Great Eastern Street, London, England, EC2A 3JF.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Going concern

The company has net liabilities at the year end of £2,222,119 (2022: £242,021). As the company continues to be supported by creditors, the directors consider it appropriate to prepare the accounts on a going concern basis

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of income and retained earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 4

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of income and retained earnings in the same period as the related expenditure.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest 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.

 
2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 5

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

2.Accounting policies (continued)

 
2.9

Pensions

Defined contribution pension plan

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 Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.10

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).

 
2.11

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and 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 balance sheet date in the countries where the Company operates and generates income.

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 6

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

2.Accounting policies (continued)


2.12
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Office equipment
-
33%
Computer equipment
-
33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 7

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

2.Accounting policies (continued)

 
2.16

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Page 8

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

2.Accounting policies (continued)


2.16
Financial instruments (continued)

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.


3.


Employees

The average monthly number of employees, including directors, during the year was 21 (2022 - 24).

Page 9

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

4.


Tangible fixed assets





Office equipment
Computer equipment
Total

£
£
£



Cost or valuation


At 1 March 2022
8,312
41,744
50,056


Additions
325
11,833
12,158


Disposals
-
(10,906)
(10,906)



At 28 February 2023

8,637
42,671
51,308



Depreciation


At 1 March 2022
5,521
20,604
26,125


Charge for the year on owned assets
2,555
12,344
14,899


Disposals
-
(8,145)
(8,145)



At 28 February 2023

8,076
24,803
32,879



Net book value



At 28 February 2023
561
17,868
18,429



At 28 February 2022
2,791
21,140
23,931


5.


Debtors

2023
2022
£
£


Trade debtors
2,512
7,849

Other debtors
242,697
202,220

Prepayments and accrued income
-
93

245,209
210,162


Page 10

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
50,482
712,848

Less: bank overdrafts
(641)
-

49,841
712,848



7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank overdrafts
641
-

Bank loans
7,400
7,400

Other loans
2,382,108
1,057,951

Trade creditors
73,731
53,692

Other taxation and social security
44,523
32,070

Other creditors
8,452
12,565

Accruals and deferred income
1,500
-

2,518,355
1,163,678



8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loans
17,884
25,284

17,884
25,284


Page 11

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

9.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Bank loans
7,400
7,400

Other loans
2,382,108
1,057,951


2,389,508
1,065,351

Amounts falling due 1-2 years

Bank loans
7,400
7,400


7,400
7,400

Amounts falling due 2-5 years

Bank loans
10,484
17,884


10,484
17,884


2,407,392
1,090,635


Other loans consists of convertible loan notes which are expected by management to be converted into equity in lieu of payment.

Page 12

 
NEARST LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 28 FEBRUARY 2023

10.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



2,000,000 (2022 - 2,000,000) A Ordinary shares of £0.000001 each
2
2
3,847,494 (2022 - 3,847,494) Ordinary shares of £0.000001 each
4
4

6

6





11.


Share-based payments

NeasrSt Ltd has an equity-settled Enterprise Management Incentive Scheme (“EMI”) which is available to UK employees who work for the Company and satisfy the qualifying conditions and the EMI working time requirements. In addition to the EMI scheme, the company also operates an unapproved option scheme.
The options vest over a period of up to 10 years from grant date. The Black-Scholes valuation method was used to determine the fair-value of the options vested during the year.
A charge of £1,228 (
2022: £1,348) has been recognised within the profit and loss in relation to the share
based payment transactions.


12.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the company  to the fund and amounted to £19,780 (2022: £18,728).  Contributions totalling £3,951 (2022: £4,166) were payable to the fund at the balance sheet date and are included in creditors.

 
Page 13