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REGISTERED NUMBER: 09299377 (England and Wales)










FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

EPITOPE SCIENCES LIMITED

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 DECEMBER 2023




Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 4


EPITOPE SCIENCES LIMITED

COMPANY INFORMATION
for the Year Ended 31 DECEMBER 2023







DIRECTORS: Dr. A R Allen
M R Clement
Dr R Mehta





REGISTERED OFFICE: Fiveways
57-59 Hatfield Road
Potters Bar
Hertfordshire
EN6 1HS





REGISTERED NUMBER: 09299377 (England and Wales)





ACCOUNTANTS: SRG Newmans Limited
Five Ways
57-59 Hatfield Road
Potters Bar
Hertfordshire
EN6 1HS

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Investments 4 1,828,101 1,828,101

CURRENT ASSETS
Debtors 5 111,196 111,196

CREDITORS
Amounts falling due within one year 6 56,743 55,875
NET CURRENT ASSETS 54,453 55,321
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,882,554

1,883,422

CAPITAL AND RESERVES
Called up share capital 7 2,212,830 2,212,830
Retained earnings 8 (330,276 ) (329,408 )
SHAREHOLDERS' FUNDS 1,882,554 1,883,422

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

STATEMENT OF FINANCIAL POSITION - continued
31 DECEMBER 2023


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

In accordance with Section 444 of the Companies Act 2006, the Statement Of Comprehensive Income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 9 April 2024 and were signed on its behalf by:





M R Clement - Director


EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 DECEMBER 2023

1. STATUTORY INFORMATION

Epitope Sciences Limited 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. ACCOUNTING POLICIES

Basis of preparing the financial statements
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. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Presentation currency
The company's functional currency is USD, however these financial statements are prepared in GBP. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. the principal accounting policies adopted are set out below.

Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued

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 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 debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financial transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

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 trade and other creditors, bank loans, loans form fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financial transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

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

Equity instruments
Equity instruments issued by the company are recorded at fair value of proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Taxation
Current tax is based on the taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting period.

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued

Employee benefits
The costs of short-term employee benefits are recognised as a liability and as an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Foreign exchange
Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date or the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.

All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2022 - NIL).

4. FIXED ASSET INVESTMENTS
Shares in
group
undertaking
£   
COST OR VALUATION
At 1 January 2023
and 31 December 2023 1,828,101
NET BOOK VALUE
At 31 December 2023 1,828,101
At 31 December 2022 1,828,101

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

4. FIXED ASSET INVESTMENTS - continued

Cost or valuation at 31 December 2023 is represented by:

Shares in
group
undertaking
£   
Valuation in 2016 2,071,724
Valuation in 2017 (243,623 )
1,828,101

Subsidiaries

Details of the company's subsidiaries at 31 December 2021 are as follows:



Name of undertaking

Registered
office


Nature of business

class of shares
held
%
Directly
held

Revitope Limited
England and
Wales

Research and development

Ordinary

100.00

5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Other debtors 111,196 111,196

6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Other creditors 56,743 55,875

7. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
3,563,333 Ordinary 62.1p 2,212,830 2,212,830

8. RESERVES

Profit and loss reserves
Profit and loss reserves represent cumulative earnings of the business net of distributions to owners.

EPITOPE SCIENCES LIMITED (REGISTERED NUMBER: 09299377)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 DECEMBER 2023

9. RELATED PARTY DISCLOSURES

As at the year end 31 December 2023, Epitope Sciences Limited owed £32,965 (2022: £32,099) to Revitope Limited.

10. PARENT COMPANY

The immediate and ultimate parent company is ROI: Revitope Oncology Inc, a company incorporated in Delaware and registered to do business in Massachusetts, United States of America.

The largest and smallest group in which the results of the company are consolidated is that headed by ROI: Revitope Oncology Incorporated. The consolidated accounts of this company can be obtained from ROI: Revitope Oncology Inc, 610 Main Street, Cambridge, MA 02139, USA.

Ultimate controlling party

The directors consider there to be no ultimate controlling party.