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Registered number: 06386360


BRIGHT NETWORK (UK) LIMITED










DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023

 
BRIGHT NETWORK (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
J S Uffindell 
C K Z Miles 
M Goward 




Registered number
06386360



Registered office
Fifth Floor
80 Middlesex Street

London

E1 7EZ




Independent auditor
Cooper Parry Group Limited

1 Finsbury Avenue

Broadgate

London

EC2M 2PF





 
BRIGHT NETWORK (UK) LIMITED
 

CONTENTS



Page
Strategic report
 
1 - 5
Directors' report
 
6 - 8
Independent auditor report
 
9 - 12
Profit and loss account
 
13
Balance sheet
 
14
Statement of changes in equity
 
15 - 16
Statement of cash flows
 
17 - 18
Analysis of net debt
 
19
Notes to the financial statements
 
20 - 37

 
BRIGHT NETWORK (UK) LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023

Introduction
 
The directors present the strategic report for the year ended 31 March 2023.
Principal activity
The principal activity of the company is a media technology business that connects the world’s leading employers with the best and brightest graduates and interns.

Page 1

 
BRIGHT NETWORK (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023

Business review
 
Overview
FY23 marked another year of significant growth for the business. As well as developing and strengthening core financial metrics there has been continued investment in our long-term strategic competitive advantage across the marketing, technology, people and business functions. This approach strives to develop enduring shareholder value. As the business developed during 2023 it was split into two discreet business units, the Platform and the Technology Academy. The Platform refers to the first product offering of Bright Network, a cutting edge data and technology marketing and attraction platform that allows companies to communicate their internship and graduate programmes to our proprietary student and graduate audience of 775,000+ members. The Technology Academy is our  new ‘Recruit Train Deploy’ business that we launched in FY22 to train junior software engineers, who are then deployed into clients on a consultancy basis .
Further details behind the competitive advantage that we are building can be found below:
Technology 
• Career Path Test launched in UK & Germany – The company has launched this powerful member 
 benefit and acquisition tool into the UK and German market. Members benefit from the ability to view 
 comprehensive job and sector matches, as well as gaining a deeper understanding of their own values, 
 drivers and motivations when it comes to the world of work. We see this tech product as a keystone for 
 our global expansion
• AI and Machine Learning – the business continues to build and invest in our data science team and 
 further integrate AI solutions into our products. The early success of these machine learning 
 developments has resulted in the publication of an academic paper  showcasing our state-of-the-art job 
 filtering capabilities at a major AI conference. This creates a solid foundation for future work on 
 developing market leading job matching solutions
• Personalised Website Advertising - this offering will enable our clients to launch hyper targeted 
 advertising campaigns through promoted listings across various strategic locations, including our search
 results pages, member dashboard, and newsletter. We’re excited to launch this product for the 
 campaign season in September 2023
Marketing 
• Acquisition – we acquired 204,187 new members in the UK in FY23, up 29% on FY22. A bigger
 audience means we have more candidates on our platform to market clients roles to 
• Client Engagement – we continue to engage our blue chip client network combining face to face 
 interactions and Bright Network’s annual research report, launched at the increasingly popular Research
 Breakfast in April, where we hosted 200+ leaders from blue chips 
• Awards – further to the awards won in FY22, the company was shortlisted for ‘Workforce Solution of the 
 Year’, ‘Tech Leader of the Year’ and ‘Talent Tech Fast Growth’
Platform 
• Germany – As part of the wider strategy to help students from across the globe the company launched 
 into Germany in September 2022. There has been traction on both side of the market with over 7,500 
 students signing up in the first five months and the first sale made to clients
• Shift to Self Serve – our technology investments continued to see more clients self-serving on the 
 platform which frees up our Partnership Success Team to focus on the client relationship and service, 
 adding value to their campaigns 
 
Page 2

 
BRIGHT NETWORK (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023


Technology Academy 
• Growth – revenue for Technology Academy increased nearly 380% for the financial year, this was
 driven by both building out key client relationships, plus onboarding new clients 
• Training – our investment in our training team means we been able to train +130 consultants in the last  
 12 months
• Lloyds Banking Group Graduation event – the first cohort of software engineers we trained over two 
 years ago have now become full time employees at LBG showing our ability to help our blue chip clients
 acquire exceptional diverse talent at scale
People
• Talent Acquisition - our internal HQ team headcount is currently 75 – we have started to build out an 
 internal talent acquisition function
• Development – our People Team has built and delivered an internal management training programme 
 that 21 of our current and future managers have participated in - we have already seen this have a great
 impact on our latest People Survey Engagement scores.
Fundraise 
  
In the second half of FY23 the company started the process to fundraise, aimed at deepening the company’s tech capabilities as well as expanding internationally. The company completed ~£5m of new equity funding in July 2023 from its two largest shareholders.

Page 3

 
BRIGHT NETWORK (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023

Principal risks and uncertainties
 
The principal risks are identified below:
Business performance risk 
This arises from the company not performing as expected. The company takes a number of measures to manage this risk, including monthly financial and KPI reporting, weekly management meetings, monthly board meetings and quarterly forecasting.
Liquidity risk 
This arises from the difficulties the company may face in meeting obligations under financial liabilities as they fall due. The company mitigates liquidity risk by maintaining a sufficient cash balance to meet foreseeable obligations. Management actively monitor long term cash flow forecasts and have historically raised money in advance of needing to.
Market risk 
Client recruitment activity is significantly influenced by economic cycles and the levels of business confidence. Businesses are less likely to need new hires and employees are less likely to move jobs when they do not have confidence in the market, leading to reduced recruitment activity. The company has deliberately pursued a diverse client base across several industries to mitigate this risk. Furthermore, the company has diversified its product base through the inception of Bright Network Technology Academy as well as entering a new territory, Germany, in September 2022. Management closely monitors economic indicators and adjust tactics and strategy accordingly.
IT risk
The company’s platform and systems are an integral part of the operations. Loss of platform or systems capability could have a material impact on performance, impacting the quality of service provided and the ability to deliver financial performance. This is mitigated through a combination of IT access controls, strong product security features, and insurance.
Cyber risk
Cyber risk relates to confidential, sensitive, and personal data which is held across the Company. Failure to handle this data properly could expose the Company to financial penalties and reputational risk. There is also an increasing risk of loss of data due to malicious outside attacks or accidental breaches. As well as developing a platform with strong security features, the company takes out a comprehensive suite of insurance products to mitigate against the risk of a cyber attack.
 

Key performance indicators
 
Revenue – FY23 closed with substantial YoY revenue growth of 77%. Revenue overperformance on 
 both lines of business resulted in a combined revenue total that exceeds the FY23 budget by over £1m, 
 £11.6m vs £10.5m
• Costs – cost control led to gross profit exceeding budget by £882k for Platform and £422k for BNTA.  
 Overheads have scaled ahead of budget as the business invested in growing and retaining the team 
 through recruitment and a salary and benefits package benchmarking exercise. Since introducing 
 enhanced pay and benefits employee satisfaction in this area has increased to above 4/5 for the first 
 time in the last two years
• EBITDA – Overall EBITDA was ahead of budget by £316k. The combination of revenue and 
 EBITDA overperformance has resulted in a current cash position of ~£2.5m 

Page 4

 
BRIGHT NETWORK (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023


This report was approved by the board and signed on its behalf.



................................................
J S Uffindell
Director

Date: 24 November 2023
Page 5

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023

The directors present their report and the financial statements for the year ended 31 March 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 6

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023

Results and dividends

The loss for the year, after taxation, amounted to £550,853 (2022 - loss £157,771).

The Directors do not recommend a final dividend (2022: £Nil).
Directors’ and officers‘ liability
The Company has made qualifying third-party indemnity provision for the benefit of its Directors against liability in respect of proceedings brought by third-parties, subject to the conditions set out in section 234 of the Companies Act 2006. Such qualifying third-party indemnity provision was in place during the year and remains in force as at the date of approving this Directors‘ Report.
Going Concern
The Company's business activities, together with the factors likely to affect the future development and principal risks and uncertainties are described in the Strategic Report.
The Company is in a net asset position at year end. As a consequence the Directors believe that it is well placed to manage its business risks successfully.
Having considered the company's forecasts, the level of cash resources available to the business and the company's equity fundraise in July 2023, as well as the ability to manage the cost base, the Board has concluded that the Company has adequate resource to continue in operational existence for foreseeable future.
 

Directors

The directors who served during the year were:

J S Uffindell 
C K Z Miles 
M Goward 

Future developments

Looking ahead, there continues to be a degree of global macro-economic uncertainty as a result of increasing interest rates and inflation caused by the war in Ukraine. These two events have had an impact on the macroeconomic environment but the Directors remain satisfied with the future prospects of the company.

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditor are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor are aware of that information.

Post balance sheet events

After the year end, the company issued 41,810 B1 Ordinary shares and 21,670 C Ordinary Shares at a nominal value of £0.001 for an amount of £82.7034 per share. 

Page 7

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023

Auditor

The auditor, Cooper Parry Group Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
J S Uffindell
Director

Date: 24 November 2023
Page 8

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRIGHT NETWORK (UK) LIMITED
 

Opinion


We have audited the financial statements of Bright Network (UK) Limited (the 'Company') for the year ended 31 March 2023, which comprise the Profit and loss account, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 March 2023 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 9

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRIGHT NETWORK (UK) LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditor report thereon.  The directors are responsible for the other information contained within the Annual Report.  Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.  If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves.  If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine 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, the directors are 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 unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.


Page 10

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRIGHT NETWORK (UK) LIMITED (CONTINUED)


Auditor responsibilities for the audit of the financial statements
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the key laws and regulations that are applicable to the company. We
determined that the most significant laws and regulations in the context of the financial statements included but were not limited to the Companies Act 2006, United Kingdom Generally Accepted Accounting Practice and
relevant tax legislation.
We also assessed which areas of the financial statements are more susceptible to misstatement. We
considered the opportunities and incentives that may exist within the organisation for fraud, and identified the
greatest potential for fraud in revenue recognition, particularly in respect of any manual adjustments made to
revenue outside of the day to day recording of transaction and also the potential for off balance sheet items to be considered on balance sheet. We are also mandated to perform specific procedures under ISAs (UK) to respond to the risk of management override.
The primary responsibility for the prevention and detection of fraud and irregularities rests with those charged
with governance of the company and management. We are not responsible for preventing irregularities. Our
approach to identifying and assessing the risks of material misstatement in respect of irregularities, including
fraud and non-compliance with laws and regulations, was as follows:
• The engagement partner ensured that the engagement team collectively had the appropriate 
 competence, capabilities and skills to identify or recognise non-compliance with applicable laws and 
 regulations;
•  We identified the laws and regulations applicable to the company through discussion with directors and 
 other management, and from our commercial knowledge and experience;
• Identified laws and regulations were communicated within the audit team regularly and the team 
 remained alert to instances of non-compliance throughout the audit;
•  We assessed the susceptibility of the company’s financial statements to material misstatement, 
 including obtaining an understanding of how fraud might occur, by:
• Making enquiries of management regarding any instances of known or suspected fraud or non-
 compliance with laws and regulations, as well as any actual or potential litigation and claims;
• Gaining an understanding of the design and implementation of the processes and controls in place
 within the company which are designed to prevent, detect or correct fraud or error within the financial 
 statements.
 
Page 11

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRIGHT NETWORK (UK) LIMITED (CONTINUED)



To address the risk of fraud through management bias and override of controls, we:
•  Reviewed correspondence with legal and regulatory bodies where applicable;
•  Performed analytical procedures to identify any unusual or unexpected relationships;
•  Reviewed the detail of certain nominal accounts for indications of management override;
•  Challenged the accounting treatment applied in respect of revenue recognised during the year, in 
 particular in relation to manual adjustments made to revenue;
• Identified and tested journal entries which we considered to be unusual and may be indicative of bias on
 the part of management or those charged with governance, investigating the rationale behind significant  or unusual transactions;
• Reviewed the minutes of meetings of management and those charged with governance;
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures
which included, but were not limited to:
• We agreed the financial statements disclosures to underlying supporting documentation.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater
regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor report.


Other matters 
 

The comparative figures provided, for the  financial statements, for the year to 31 March 2022 have not been audited. 


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Steven Leith (Senior statutory auditor)
for and on behalf of
Cooper Parry Group Limited
Statutory Auditor
1 Finsbury Avenue
Broadgate
London
EC2M 2PF

24 November 2023
Page 12

 
BRIGHT NETWORK (UK) LIMITED
 
 
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2023

2023
As restated
Unaudited
2022
                                                                                                               Note
£
£

  

Turnover
 4 
11,610,513
6,546,781

Cost of sales
  
(4,375,777)
(1,813,476)

Gross profit
  
7,234,736
4,733,305

Administrative expenses
  
(7,835,059)
(5,082,503)

Operating loss
  
(600,323)
(349,198)

Interest receivable and similar income
 9 
3,460
273

Loss before tax
  
(596,863)
(348,925)

Tax on loss
 10 
46,010
191,154

Loss for the financial year
  
(550,853)
(157,771)

The notes on pages 20 to 37 form part of these financial statements.

Page 13

 
BRIGHT NETWORK (UK) LIMITED
REGISTERED NUMBER: 06386360

BALANCE SHEET
AS AT 31 MARCH 2023

2023
As restated
Unaudited
2022
                                                                     Note
£
£

Fixed assets
  

Intangible assets
 11 
2,636,172
1,844,706

Tangible assets
 12 
32,375
54,599

  
2,668,547
1,899,305

Current assets
  

Debtors: amounts falling due within one year
 13 
2,299,644
1,341,115

Cash at bank and in hand
 14 
2,468,045
3,424,612

  
4,767,689
4,765,727

Creditors: amounts falling due within one year
 15 
(2,668,606)
(1,733,321)

Net current assets
  
 
 
2,099,083
 
 
3,032,406

Total assets less current liabilities
  
4,767,630
4,931,711

Provisions for liabilities
  

Deferred tax
 16 
(665,273)
(360,174)

  
 
 
(665,273)
 
 
(360,174)

Net assets
  
4,102,357
4,571,537


Capital and reserves
  

Called up share capital 
 17 
353
353

Share premium account
  
6,840,291
6,840,291

Other reserves
  
529,700
448,027

Profit and loss account
  
(3,267,987)
(2,717,134)

  
4,102,357
4,571,537


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 November 2023.



................................................
J S Uffindell
Director

The notes on pages 20 to 37 form part of these financial statements.
Page 14

 
BRIGHT NETWORK (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity

£
£
£
£
£

At 1 April 2022
352
6,840,291
448,027
(2,717,134)
4,571,536


Comprehensive income for the year

Loss for the year
-
-
-
(550,853)
(550,853)

Share based payment
-
-
81,673
-
81,673


Other comprehensive income for the year
-
-
81,673
-
81,673


Total comprehensive income for the year
-
-
81,673
(550,853)
(469,180)


Total transactions with owners
-
-
-
-
-


At 31 March 2023
352
6,840,291
529,700
(3,267,987)
4,102,356


The notes on pages 20 to 37 form part of these financial statements.
Page 15

 
BRIGHT NETWORK (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2022


Called up share capital
Share premium account
As restated
Other reserves
As restated
Profit and loss account
As restated
Total equity

£
£
£
£
£

At 1 April 2021
349
6,878,524
418,105
(2,650,587)
4,646,391


Comprehensive income for the year

Profit for the year
-
-
-
(157,771)
(157,771)

Share based payment
-
-
121,146
-
121,146


Other comprehensive income for the year
-
-
121,146
-
121,146


Total comprehensive income for the year
-
-
121,146
(157,771)
(36,625)


Contributions by and distributions to owners

Shares issued during the year
3
(38,233)
-
-
(38,230)

Transfer to/from profit and loss account
-
-
(91,224)
91,224
-


Total transactions with owners
3
(38,233)
(91,224)
91,224
(38,230)


At 31 March 2022
352
6,840,291
448,027
(2,717,134)
4,571,536


The notes on pages 20 to 37 form part of these financial statements.
Page 16

 
BRIGHT NETWORK (UK) LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023

2023
As restated
Unaudited
2022
£
£

Cash flows from operating activities

Loss for the financial year
(550,853)
(157,771)

Adjustments for:

Amortisation of intangible assets
723,118
488,886

Depreciation of tangible assets
47,133
41,259

Loss on disposal of tangible assets
-
122

Interest received
(3,461)
(273)

Taxation charge
(46,010)
(191,153)

(Increase)/decrease in debtors
(958,529)
1,172

Increase in creditors
1,085,479
480,586

Corporation tax received
351,109
288,540

Share based payment
81,673
121,146

Net cash generated from operating activities

729,659
1,072,514


Cash flows from investing activities

Purchase of intangible fixed assets
(1,471,453)
(950,737)

Purchase of tangible fixed assets
(68,035)
(91,170)

Sale of tangible fixed assets
-
(122)

Interest received
3,461
273

Net cash from investing activities

(1,536,027)
(1,041,756)

Cash flows from financing activities

Issue of ordinary shares
-
(38,230)

Repayment of other loans
(150,404)
(150,000)

Net cash used in financing activities
(150,404)
(188,230)

Net (decrease) in cash and cash equivalents
(956,772)
(157,472)
Page 17

 
BRIGHT NETWORK (UK) LIMITED
 

STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023


2023
2022

£
£



Cash and cash equivalents at beginning of year
3,424,612
3,582,084

Cash and cash equivalents at the end of year
2,467,840
3,424,612


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
2,468,045
3,424,612

Bank overdrafts
(205)
-

2,467,840
3,424,612


The notes on pages 20 to 37 form part of these financial statements.

Page 18

 
BRIGHT NETWORK (UK) LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2023




At 1 April 2022
Cash flows
At 31 March 2023
£

£

£

Cash at bank and in hand

3,424,612

(956,567)

2,468,045

Bank overdrafts

-

(205)

(205)


3,424,612
(956,772)
2,467,840

The notes on pages 20 to 37 form part of these financial statements.
Page 19

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

1.


General information

Bright Network (UK) Limited is a private limited company, registered in the United Kingdom and domiciled in England and Wales. The company's registered office address is: Fifth Floor, 80 Middlesex Street, London, E1 7EZ.

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 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

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 derived from services rendered is recognised in the period in which the services are provided in accordance with the stage of delivery 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;
•  the stage of delivery at the end of the reporting period can be measured
   reliably; and
•  the costs incurred and the costs to deliver the service can be measured reliably.
Marketing and Attraction
Digital & Events products are sold as a package of marketing and attraction services. Sales are recognised at the point of sale and deferred to the correct period of recognition.
Events sales are recognised at the point of delivery. Digital revenue is recognised in the month of sale.
Technology Academy
Technology Academy revenue is recognised in the period in which consultants perform their work. Consultants are charged out on a pre agreed day rate and timesheets are submitted to calculate the chargeable revenue.

Page 20

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.3

Going concern

The Company's business activities, together with the factors likely to affect the future development and principal risks and uncertainties are described in the Strategic Report.
The Company is in a net asset position at year end. As a consequence the Directors believe that it is well placed to manage its business risks successfully.
Having considered the company's forecasts, the level of cash resources available to the business and the company's equity fundraise in July 2023, as well as the ability to manage the cost base, the Board has concluded that the Company has adequate resource to continue in operational existence for foreseeable future.

 
2.4

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.

 
2.5

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 1 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Pensions

Defined contribution pension plan

The Company contributes to 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.

Page 21

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.8

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).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 22

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.10

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Website development
-
1 - 5 years
Development expenditure
-
5 years

 
2.11

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.

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:

L/Term Leasehold Property
-
20% straight line
Fixtures & fittings
-
33% straight line
Office equipment
-
33% straight line

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.

 
2.12

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.

 
2.13

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

Page 23

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.14

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.

 
2.15

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.
Page 24

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.16

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised costs using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors and bank loans are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
 

Page 25

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The directors make estimates and assumptions concerning the future. The directors are also required to
exercise judgement in the process of applying the group’s accounting policies. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are addressed below.
Impairment of fixed assets
The directors assess the impairment of fixed assets subject to depreciation whenever events or changes
in circumstances indicate that the carrying value may not be recoverable.
Factors considered important that could trigger an impairment review include the following:
- Significant under performance relative to historical or projected future operating results;
- Significant changes in the use of the acquired assets or the business strategy; and
- Significant negative industry or economic trends.
Depreciation and residual values
The directors have reviewed the asset lives and associated residual values of all fixed asset classes and
have concluded that asset lives, and residual values are appropriate.
The actual lives of the assets and residual values are assessed annually and may vary depending on a
number of factors. In assessing asset lives, factors such as technological innovation, product life cycles
and maintenance programmes are taken into account. Residual value assessments consider issues such
as future market conditions, the remaining life of the asset and projected disposal values.
Recoverability of trade debtors
Trade and other debtors are recognised to the extent that they are judged recoverable. The directors'
reviews are performed to estimate the level of reserves required for irrecoverable debt. Provisions are
made specifically against invoices where recoverability is uncertain. The directors make allowance for
doubtful debts based on an assessment of the recoverability of debtors.
Allowances are applied to debtors where events or changes in circumstances indicate that the carrying
amounts may not be recoverable. The directors specifically analyse historical bad debts, customer
creditworthiness, current economic trends and changes in customer payment terms when making a
judgement to evaluate the adequacy of the provision for doubtful debts. Where the expectation is
different from the original estimate, such difference will impact the carrying value of debtors and the
charge in the profit and loss account.
Leases
The directors determine whether leases entered into by the group either as a lessor or lessee are an
operating leases or a finance leases. These decisions depend on an assessment of whether the risks and
rewards of ownership have been transferred from the lessor to the group on a lease by lease basis based
On an evaluation of the terms and conditions of the arrangements, and accordingly whether the lease
requires an asset and liability to be recognised in the balance sheet.
Fair value calculations
Management believe the estimates used to establish a fair value for share based payments, using the
Black Scholes pricing model. The inputs to the fair value model reflect managements best estimate.

Page 26

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

4.


Turnover

Analysis of turnover by country of destination:

2023
Unaudited
2022
£
£

United Kingdom
11,610,513
6,546,781

11,610,513
6,546,781



5.


Operating loss

The operating loss is stated after charging:

2023
Unaudited
2022
£
£

Other operating lease rentals
180,989
165,965

Share-based payment
81,673
121,146
Page 27

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

6.


Auditor remuneration

During the year, the Company obtained the following services from the Company's auditor:


2023
Unaudited 
2022
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
24,500
-

7.


Employees

2023
Unaudited
2022
£
£

  


Wages and salaries
  
7,520,796
3,934,939

Social security costs
  
816,721
419,601

Cost of defined contribution scheme
  
223,682
68,815

  
8,561,199
4,423,355

The average monthly number of employees, including directors, during the year was 149 (2022 - 80).


8.


Directors' remuneration

2023
Unaudited
2022
£
£

Directors' emoluments
167,418
119,458

Company contributions to defined contribution pension schemes
13,470
1,243

180,888
120,701


During the year retirement benefits were accruing to 1 director (2022 - 1) in respect of defined contribution pension schemes.

Page 28

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

9.


Interest receivable

2023
Unaudited
2022
£
£


Other interest receivable
3,460
273

3,460
273


10.


Taxation


2023
Unaudited
2022
£
£

Corporation tax


Current tax on profits for the year
(351,109)
(288,540)


(351,109)
(288,540)


Total current tax
(351,109)
(288,540)

Deferred tax


Origination and reversal of timing differences
305,099
97,386

Total deferred tax
305,099
97,386


Tax on loss
(46,010)
(191,154)
Page 29

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
 
10.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - lower than) the standard rate of corporation tax in the UK of 19% (2022 - 19%). The differences are explained below:

2023
Unaudited
2022
£
£


Loss on ordinary activities before tax
(596,863)
(348,925)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2022 - 19%)
(113,404)
(66,296)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
159,548
132,350

Capital allowances for year in excess of depreciation
(6,874)
(10,006)

Utilisation of tax losses
460,074
378,087

Other timing differences leading to an increase (decrease) in taxation
305,100
97,386

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
(499,345)
(434,135)

Research and development tax credit
(351,109)
(288,540)

Total tax charge for the year
(46,010)
(191,154)


Factors that may affect future tax charges

As at the year end, the company has tax losses carried forward of £2,705,309 (2022: £2,614,085) to offset against future taxable profits.
On 3 March 2021, the Chancellor of the Exchequer announced that the corporation tax rate would increase to a maximum of 25% from 1 April 2023. This was substantively enacted on 24 May 2021. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised, based on tax law and corporation tax rates that have been enacted, or substantively enacted, at the balance sheet date. As such, the deferred tax rate applicable at 31 May 2022 is 25% and the deferred tax has been re-measured at this rate. The recent budget on 23 September 2022, the Chancellor of the Exchequer announced that the corporation tax rate would not increase to a maximum of 25% however this has not been enacted as at year-end.

Page 30

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

11.


Intangible assets




Development expenditure
Total

£
£



Cost


At 1 April 2022
3,020,464
3,020,464


Additions
1,471,453
1,471,453


Disposals
(499,093)
(499,093)



At 31 March 2023

3,992,824
3,992,824



Amortisation


At 1 April 2022
1,175,758
1,175,758


Charge for the year
679,986
679,986


On disposals
(499,093)
(499,093)



At 31 March 2023

1,356,651
1,356,651



Net book value



At 31 March 2023
2,636,173
2,636,173



At 31 March 2022
1,844,706
1,844,706



Page 31

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

12.


Tangible fixed assets





Improve-ments to Leasehold Property
Fixtures & fittings
IT & Office equipment
Total

£
£
£
£



Cost or valuation


At 1 April 2022
30,482
158,303
215,786
404,571


Additions
-
8,577
59,457
68,034


Disposals
-
(103,593)
(86,559)
(190,152)



At 31 March 2023

30,482
63,287
188,684
282,453



Depreciation


At 1 April 2022
19,573
97,489
232,909
349,971


Charge for the year on owned assets
6,096
39,913
44,250
90,259


Disposals
-
(103,593)
(86,559)
(190,152)



At 31 March 2023

25,669
33,809
190,600
250,078



Net book value



At 31 March 2023
4,813
29,478
(1,916)
32,375



At 31 March 2022
10,909
60,813
(17,123)
54,599

Page 32

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

13.


Debtors

2023
Unaudited
2022
£
£


Trade debtors
1,048,894
337,556

Other debtors
468,992
851,662

Prepayments and accrued income
781,758
151,897

2,299,644
1,341,115



14.


Cash

2023
Unaudited
2022
£
£

Cash at bank and in hand
2,468,045
3,424,612

Less: bank overdrafts
(205)
-

2,467,840
3,424,612



15.


Creditors: Amounts falling due within one year

2023
Unaudited
2022
£
£

Bank overdrafts
205
-

Trade creditors
607,496
241,178

Other taxation and social security
674,981
293,410

Other creditors
62,192
594,604

Accruals and deferred income
1,323,732
604,129

2,668,606
1,733,321


Page 33

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

16.


Deferred taxation




2023
Unaudited
2022


£

£






At beginning of year
(360,174)
(262,787)


Charged to profit or loss
(305,099)
(97,387)



At end of year
(665,273)
(360,174)

The provision for deferred taxation is made up as follows:

2023
Unaudited
2022
£
£


Accelerated capital allowances
(665,273)
(360,174)

(665,273)
(360,174)


17.


Share capital

2023
Unaudited
2022
£
£
Allotted, called up and fully paid



181,549 (2022 - 181,549) A Ordinary shares of £0.001 each
182
182
131,090 (2022 - 131,090) B Ordinary shares of £0.001 each
131
131
39,970 (2022 - 39,970) C Ordinary shares of £0.001 each
40
40

353

353

As at the year end, the number of shares and aggregate nominal value of each class are disclosed below:
A Ordinary shares - 181,549 shares issued at an aggregate nominal value of £6.49
B Ordinary shares - 131,090 shares issued at an aggregate nominal value of £35.47
C Ordinary shares - 39,970 shares issued at an aggregate nominal value of £36.33
On distribution of assets on liquidation or a return of capital the surplus assets of the company remaining after payment of its liabilities shall be applied to the holders of each class of shares in accordance with the Articles of Association, in the following order:
- the B Ordinary shares
- the C Ordinary shares
- the A Ordinary shares


Page 34

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

18.


Reserves

Share premium account

This relates to the amount subscribed for share capital in excess of nominal value.

Other reserves

The company ‘other reserves’ comprise the share based payment reserve as shown below.

Profit & loss account

All other net gains and losses and transactions with owners not recognised elsewhere.

Page 35

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

19.


Share-based payments

Bright Network (UK) Limited operates an equity-settled share based remuneration scheme for employees and directors.
The share options have the following performance conditions:
- Each option granted is based upon the individual performance of the employee and length of service.
- The vesting period for share options granted is typically 4 years.
27,778 (2022: 27,064) share options had fully vested as at the balance sheet date. A pro-rata calculation of the options with respect to their vesting dates were made for the period in question to determine the charge for the year. The total number of share options in the pool as at 31 March 2023 was 44,070 (2022: 42,686).
The Black-Scholes option pricing model was used to value the share-based payment awards as it was
considered  that  this  approach  would  result  in  materially  accurate  estimate  of  the  fair  value  options granted. The  total  expense recognised in the profit or  loss for the year in respect of  share based payments is £81,673 (2022: £121,146). The  total  share based payment reserve is £529,700 (2022: £448,027). Before the current year, there were no adjustments made in respect of the share based payment.

Range of weighted average exercise price (pound)
2023
Number
2023

Outstanding at the beginning of the year

< £15

27,220

Outstanding at the beginning of the year

> £15

15,466

Granted during the year

< £15

2,200

Granted during the year

> £15

-

Exercised during the year

< £15

-

Exercised during the year

> £15

-

Forfeited during the year

< £15

(416)

Forfeited during the year

> £15

(400)

Outstanding at the end of the year

44,070





Page 36

 
BRIGHT NETWORK (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

20.


Prior year adjustment

The accounts have been restated to incorporate the impact of a restatement of the share based payment. 
Prior to the restatement, the share based payment charge amounted to £Nil, resulting in the share option reserve account totalling £Nil, and a loss on the profit or loss of £36,625.
Following the restatement, the share based payment charge amounted to £121,146, resulting in the share option reserve account totalling £448,027, and a loss on the profit or loss of £157,771.


21.


Pension commitments

The Company contributes to 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 £68,815 (2021 - £42,873). Contributions totalling £454 (2022 - £570) were payable to the fund at the balance sheet date and are included in creditors.


22.


Commitments under operating leases

At 31 March 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
Unaudited
2022
£
£


Not later than 1 year
70,625
82,396

Later than 1 year and not later than 5 years
-
70,625

70,625
153,021


23.


Related party transactions

At the balance sheet date the company owed J S Uffindell, a director and shareholder of the company, £Nil (2022: £150,403), which is included within creditors due within 1 year.
There are no strict repayment terms in place and there was no interest accrued on the outstanding amount.


24.


Post balance sheet events

After the year end, the company issued 41,810 B1 Ordinary shares and 21,670 C Ordinary Shares at a nominal value of £0.001 for an amount of £82.7034 per share. 


25.


Controlling party

There is no ultimate controlling party by virtue of shareholdings.
 
Page 37