2022-01-012022-12-312022-12-31false08972946FRACTAL LABS LTD2023-09-25iso4217:GBPxbrli:pure089729462022-01-01089729462022-12-31089729462022-01-012022-12-31089729462021-05-01089729462021-12-31089729462021-05-012021-12-3108972946bus:SmallEntities2022-01-012022-12-3108972946bus:AuditExempt-NoAccountantsReport2022-01-012022-12-3108972946bus:FullAccounts2022-01-012022-12-3108972946bus:PrivateLimitedCompanyLtd2022-01-012022-12-3108972946core:WithinOneYear2022-12-3108972946core:AfterOneYear2022-12-3108972946core:WithinOneYear2021-12-3108972946core:AfterOneYear2021-12-3108972946core:ShareCapital2022-12-3108972946core:SharePremium2022-12-3108972946core:RevaluationReserve2022-12-3108972946core:OtherReservesSubtotal2022-12-3108972946core:RetainedEarningsAccumulatedLosses2022-12-3108972946core:ShareCapital2021-12-3108972946core:SharePremium2021-12-3108972946core:RevaluationReserve2021-12-3108972946core:OtherReservesSubtotal2021-12-3108972946core:RetainedEarningsAccumulatedLosses2021-12-3108972946core:LandBuildings2022-12-3108972946core:PlantMachinery2022-12-3108972946core:Vehicles2022-12-3108972946core:FurnitureFittings2022-12-3108972946core:OfficeEquipment2022-12-3108972946core:NetGoodwill2022-12-3108972946core:IntangibleAssetsOtherThanGoodwill2022-12-3108972946core:ListedExchangeTraded2022-12-3108972946core:UnlistedNon-exchangeTraded2022-12-3108972946core:LandBuildings2021-12-3108972946core:PlantMachinery2021-12-3108972946core:Vehicles2021-12-3108972946core:FurnitureFittings2021-12-3108972946core:OfficeEquipment2021-12-3108972946core:NetGoodwill2021-12-3108972946core:IntangibleAssetsOtherThanGoodwill2021-12-3108972946core:ListedExchangeTraded2021-12-3108972946core:UnlistedNon-exchangeTraded2021-12-3108972946core:LandBuildings2022-01-012022-12-3108972946core:PlantMachinery2022-01-012022-12-3108972946core:Vehicles2022-01-012022-12-3108972946core:FurnitureFittings2022-01-012022-12-3108972946core:OfficeEquipment2022-01-012022-12-3108972946core:NetGoodwill2022-01-012022-12-3108972946core:IntangibleAssetsOtherThanGoodwill2022-01-012022-12-3108972946core:ListedExchangeTraded2022-01-012022-12-3108972946core:UnlistedNon-exchangeTraded2022-01-012022-12-3108972946core:MoreThanFiveYears2022-01-012022-12-3108972946core:Non-currentFinancialInstruments2022-12-3108972946core:Non-currentFinancialInstruments2021-12-3108972946dpl:CostSales2022-01-012022-12-3108972946dpl:DistributionCosts2022-01-012022-12-3108972946core:LandBuildings2022-01-012022-12-3108972946core:PlantMachinery2022-01-012022-12-3108972946core:Vehicles2022-01-012022-12-3108972946core:FurnitureFittings2022-01-012022-12-3108972946core:OfficeEquipment2022-01-012022-12-3108972946dpl:AdministrativeExpenses2022-01-012022-12-3108972946core:NetGoodwill2022-01-012022-12-3108972946core:IntangibleAssetsOtherThanGoodwill2022-01-012022-12-3108972946dpl:GroupUndertakings2022-01-012022-12-3108972946dpl:ParticipatingInterests2022-01-012022-12-3108972946dpl:GroupUndertakingscore:ListedExchangeTraded2022-01-012022-12-3108972946core:ListedExchangeTraded2022-01-012022-12-3108972946dpl:GroupUndertakingscore:UnlistedNon-exchangeTraded2022-01-012022-12-3108972946core:UnlistedNon-exchangeTraded2022-01-012022-12-3108972946dpl:CostSales2021-05-012021-12-3108972946dpl:DistributionCosts2021-05-012021-12-3108972946core:LandBuildings2021-05-012021-12-3108972946core:PlantMachinery2021-05-012021-12-3108972946core:Vehicles2021-05-012021-12-3108972946core:FurnitureFittings2021-05-012021-12-3108972946core:OfficeEquipment2021-05-012021-12-3108972946dpl:AdministrativeExpenses2021-05-012021-12-3108972946core:NetGoodwill2021-05-012021-12-3108972946core:IntangibleAssetsOtherThanGoodwill2021-05-012021-12-3108972946dpl:GroupUndertakings2021-05-012021-12-3108972946dpl:ParticipatingInterests2021-05-012021-12-3108972946dpl:GroupUndertakingscore:ListedExchangeTraded2021-05-012021-12-3108972946core:ListedExchangeTraded2021-05-012021-12-3108972946dpl:GroupUndertakingscore:UnlistedNon-exchangeTraded2021-05-012021-12-3108972946core:UnlistedNon-exchangeTraded2021-05-012021-12-3108972946core:NetGoodwill2022-12-3108972946core:IntangibleAssetsOtherThanGoodwill2022-12-3108972946core:LandBuildings2022-12-3108972946core:PlantMachinery2022-12-3108972946core:Vehicles2022-12-3108972946core:FurnitureFittings2022-12-3108972946core:OfficeEquipment2022-12-3108972946core:AfterOneYear2022-12-3108972946core:WithinOneYear2022-12-3108972946core:ListedExchangeTraded2022-12-3108972946core:UnlistedNon-exchangeTraded2022-12-3108972946core:ShareCapital2022-12-3108972946core:SharePremium2022-12-3108972946core:RevaluationReserve2022-12-3108972946core:OtherReservesSubtotal2022-12-3108972946core:RetainedEarningsAccumulatedLosses2022-12-3108972946core:NetGoodwill2021-12-3108972946core:IntangibleAssetsOtherThanGoodwill2021-12-3108972946core:LandBuildings2021-12-3108972946core:PlantMachinery2021-12-3108972946core:Vehicles2021-12-3108972946core:FurnitureFittings2021-12-3108972946core:OfficeEquipment2021-12-3108972946core:AfterOneYear2021-12-3108972946core:WithinOneYear2021-12-3108972946core:ListedExchange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FRACTAL LABS LTD

Registered Number
08972946
(England and Wales)

Unaudited Financial Statements for the Year ended
31 December 2022

FRACTAL LABS LTD
Company Information
for the year from 1 January 2022 to 31 December 2022

Directors

N E Chlechles
S Galantine

Registered Address

Building 423 - Sky View (Ro) Argosy Road
East Midlands Airport
Derby
DE74 2SA

Registered Number

08972946 (England and Wales)
FRACTAL LABS LTD
Statement of Financial Position
31 December 2022

Notes

2022

2021

£

£

£

£

Fixed assets
Tangible assets97061,239
7061,239
Current assets
Debtors1224,922507,656
Cash at bank and on hand77,513201,728
102,435709,384
Creditors amounts falling due within one year13(1,008,520)(1,675,211)
Net current assets (liabilities)(906,085)(965,827)
Total assets less current liabilities(905,379)(964,588)
Provisions for liabilities14(171,800)-
Net assets(1,077,179)(964,588)
Capital and reserves
Called up share capital162162
Share premium2,309,3162,309,316
Other reserves300,001281,196
Profit and loss account(3,686,658)(3,555,262)
Shareholders' funds(1,077,179)(964,588)
The financial statements were approved and authorised for issue by the Board of Directors on 25 September 2023, and are signed on its behalf by:
N E Chlechles
Director
Registered Company No. 08972946
FRACTAL LABS LTD
Notes to the Financial Statements
for the year ended 31 December 2022

1.Statutory information
Fractal Labs Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.
2.Compliance with applicable reporting framework
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.
3.Principal activities
The principal activity of the company in the period under review was that of developing a digital platform for publishing and sharing financial data.
4.Basis of measurement used in financial statements
The financial statements have been prepared under the historical cost convention.
5.Accounting policies
Functional and presentation currency policy
The financial statements are presented in the company's functional currency which is the Pound Sterling (£).
Turnover policy
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Property, plant and equipment policy
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:

Straight line (years)
Fixtures and fittings3
Office Equipment3
Revenue recognition policy
Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the performance obligations performed to date to the total contracted performance obligations.
Taxation policy
Taxation for the year comprises current tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. Current taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. Tax credits shown in the income statement represent tax credits received by the company from claims made under HMRC's R&D tax relief schemes.
Deferred tax policy
Deferred tax is recognised in respect of all timing differences between the recognition of income and expenses in the financial statements and their inclusion in tax assessments. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference, except for revalued land and investment property where the tax rate that applies to the sale of the asset is used. Current and deferred tax assets and liabilities are not discounted.
Research and development policy
Revenue expenditure on research and development is written off in the period in which it is incurred. In previous periods the company has made claims under HMRC's R&D tax relief schemes. Tax credits arising from claims under the SME R&D tax relief scheme are reflected 'below the line' as a reduction in the Corporation Tax charge or, if loss making, as a Corporation Tax credit. Tax credits arising from claims under the RDEC scheme are subject to Corporation Tax. Gross tax credits are therefore reflected 'above the line' in Other Income with the corresponding charge to Corporation Tax reflected as an increase in the Corporation Tax charge. Tax credits receivable from R&D claims are recognised in the reporting period in which the qualifying expenditure is incurred.
Foreign currency translation and operations policy
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each reporting 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 the period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement.
Government grants and other government assistance policy
Other operating income includes grant income. Grant income was received during the period and has been accounted for under the accruals basis. The initial receipt of grant funds is recognised in the statement of financial position as deferred income. The deferred grant income is released to revenue in the periods in which the expenditure, for which the grant is intended to compensate, is incurred.
Leases policy
Rentals paid under operating leases are charged to income statement on a straight line basis over the period of the lease.
Employee benefits policy
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to income statement in the period to which they relate. Share Based Payments The company operates an equity-settled compensation plan. The fair value of the services received in exchange for the grant of the options is recognised as an expense in the income statement. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each statement of financial position date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision to original estimates, if any, in the income statement. The credit entry is taken to reserves because the share options are equity-settled.
Valuation of financial instruments policy
The Company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments. The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non puttable ordinary shares. Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently,at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out right short term loan not at market rate, the financial asset or liability is measured, initially,at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost. Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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. Cash and cash equivalents : Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk to changes in value.
Going concern
The financial statements have been prepared on a going concern basis. The company incurred losses during the period and the directors are aware that the statement of financial position shows negative net assets. The directors believe that the company has sufficient resources in order to meet its obligations, if and when, they fall due, for a period of at least 12 months from the statement of financial position date. For this reason the directors are of the opinion that the company should continue to adopt the going concern basis in preparing the financial statements.
6.Prior period and policy change adjustments
Under the company's share based payments accounting policy the company has changed the way it calculates the fair value of share options. The company has adopted the method of using a Black-Scholes model (BSM) to calculate the fair value of share options, using the relevant price paid for a share close to the time of granting the option, as the initial market value input into the Black-Scholes model. The company has adopted the BSM technique so as to more accurately reflect the fair value of its share options in the statement of financial position, recognising that the BSM technique is widely recognised as being the most appropriate valuation technique for valuing options. The company has applied the new accounting policy retrospectively as if it has always been applied and it has restated the comparative figures in these financial statements to reflect the updated position for the prior year. The effects of the restatement are that the Other Reserves recorded at 31 December 2021 have decreased by an amount of £192,310 and the Profit and loss Reserves at 31 December 2021 have increased by £192,310.
7.Critical estimates and judgements
Share-based payments as set out in the notes to the accounts have been made to employees and advisers of the company. The fair value of any vested share options is recognised in the income statement. The fair value of share options is estimated with the use of a Black-Scholes model. The fair value of the ordinary shares in issue at the date of granting the options is used as an input into the model. There have been no other significant judgements or estimates applied to the numbers contained within these financial statements.
8.Employee information
The company operates an EMI qualifying share option scheme for the employees of the company. As at the statement of financial position date, the company had granted 278,838 EMI qualifying share options to 19 employees with an average weighted exercise price of £0.31 per share (2021: £0.31). At the statement of financial position date, 278,838 share options had vested (2021: 223,146). Of the vested options, none had been exercised (2021: Nil) and 111,263 had lapsed (2021: 62,894). Share options generally vest 48 months from the date of grant with some vesting 24 months from the date of grant and some fully vesting on the grant date. The share options are exercisable on the company's Ordinary shares. An amount of £18,805 has been charged to the income statement in respect of the above scheme (2021: £41,903). The company also operates an unapproved share option scheme for employees and advisers of the company. As at the statement of financial position date, the company had granted 169,867 unapproved options to 17 employees and advisers with an average weighted exercise price of £0.46 per share (2021: £0.46). At the statement of financial position date 139,867 share options had vested (2021: 98,982). Of the vested options none had been exercised (2021: Nil) and 28,308 had lapsed (2021: 11,701). Share options generally vest 48 months from the date of grant with some vesting 24 months from the date of grant and some fully vesting on the grant date. The share options are exercisable on the company's Ordinary shares. An amount of £nil has been charged to the income statement in respect of the above scheme (2021: £1,508).

20222021
Average number of employees during the year519
9.Property, plant and equipment

Fixtures & fittings

Office Equipment

Total

£££
Cost or valuation
At 01 January 221,19335,87037,063
Disposals-(4,521)(4,521)
At 31 December 221,19331,34932,542
Depreciation and impairment
At 01 January 2215335,67135,824
Charge for year398135533
On disposals-(4,521)(4,521)
At 31 December 2255131,28531,836
Net book value
At 31 December 2264264706
At 31 December 211,0401991,239
10.Description of financial commitments other than capital commitments
Minimum lease payments under non-cancellable operating leases fall due as follows: Within one year: £3,782 (2021: £3,876) Between two and five years: £928 (2021: £4,710)
11.Description of nature of transactions and balances with related parties
Directors At the Statement of Financial Position date, the company owed the directors £70,337 by way of a directors loan (December 2021: £70,337) and £118,338 by way of accrued salary (December 2021: £100,000). The loans are interest free and repayable on demand.
12.Debtors

2022

2021

££
Other debtors12,744194,664
Prepayments and accrued income12,178312,992
Total24,922507,656
13.Creditors within one year

2022

2021

££
Trade creditors / trade payables33,53473,457
Convertible loans350,327320,268
Taxation and social security228,395103,581
Other creditors71,96472,755
Accrued liabilities and deferred income324,3001,105,150
Total1,008,5201,675,211
14.Provisions for liabilities
For the prior period the company submitted a claim under HMRC's SME R&D tax relief scheme and during the year the company received a tax credit of £171,800. Subsequent to paying the Tax credit HMRC opened an enquiry into the claim and are challenging the validity of the claim, which the company is disputing. The outcome of the case is uncertain but the directors are of the opinion that the chances of the company having to repay the disputed tax credit, at the date of approving the financial statements, is likely to be greater than 50% and they have therefore decided to recognise a provision for the potential liability in the financial statements.

2022

2021

££
Other provisions171,800-
Total171,800-