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Company Registration No. 10973066 (England and Wales)
Vertofx Ltd Unaudited accounts for the year ended 30 September 2023
Vertofx Ltd Unaudited accounts Contents
Page
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Vertofx Ltd Company Information for the year ended 30 September 2023
Directors
Olalekan Oduwole Olakunle Oyetayo
Company Number
10973066 (England and Wales)
Registered Office
20-22 Wenlock Road London N1 7GU England
Accountants
The Accountancy Cloud 12-18 Hoxton Street London N1 6NG UK
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Vertofx Ltd Statement of financial position as at 30 September 2023
2023 
2022 
Notes
£ 
£ 
Fixed assets
Intangible assets
1,313,028 
574,672 
Tangible assets
79,377 
52,635 
Investments
1,268,801 
1,268,801 
2,661,206 
1,896,108 
Current assets
Debtors
1,001,158 
295,849 
Cash at bank and in hand
173,457 
918,178 
1,174,615 
1,214,027 
Creditors: amounts falling due within one year
(1,487,886)
(5,265,428)
Net current liabilities
(313,271)
(4,051,401)
Total assets less current liabilities
2,347,935 
(2,155,293)
Provisions for liabilities
Other provisions
- 
(261,448)
Net assets/(liabilities)
2,347,935 
(2,416,741)
Capital and reserves
Called up share capital
661 
298 
Share premium
6,592,298 
2,953,015 
Profit and loss account
(4,245,024)
(5,370,054)
Shareholders' funds
2,347,935 
(2,416,741)
For the year ending 30 September 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies. The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with the provisions of FRS 102 Section 1A - Small Entities. The profit and loss account has not been delivered to the Registrar of Companies.
The financial statements were approved by the Board of Directors and authorised for issue on 1 February 2024 and were signed on its behalf by
Olakunle Oyetayo Director Company Registration No. 10973066
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Vertofx Ltd Notes to the Accounts for the year ended 30 September 2023
1
Statutory information
Vertofx Ltd is a private company, limited by shares, registered in England and Wales, registration number 10973066. The registered office is 20-22 Wenlock Road, London, N1 7GU, England.
2
Compliance with accounting standards
The accounts have been prepared in accordance with the provisions of FRS 102 Section 1A Small Entities. There were no material departures from that standard.
3
Accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year, and also have been consistently applied within the same accounts.
Basis of preparation
The accounts have been prepared under the historical cost convention as modified by the revaluation of certain fixed assets.
Presentation currency
The accounts are presented in £ sterling.
Going concern
The accounts have been prepared on the assumption that the company is able to carry on business as a going concern for the foreseeable future.
Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Turnover from the sale of goods is recognised when goods have been delivered to customers such that risks and rewards of ownership have transferred to them. 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 costs incurred for work performed to date to the total estimated contract costs.
Tangible fixed assets and depreciation
Tangible assets are included at cost less depreciation and impairment. Depreciation has been provided at the following rates in order to write off the assets over their estimated useful lives:
Plant & machinery
- 25% Reducing Balance
Computer equipment
- 25% Reducing Balance
Intangible fixed assets
Intangible fixed assets consists of software development and license fee costs and are included at cost less accumulated amortisation.
Research and development
Expenditure on research and development is written off in the year in which it is incurred.
Research and development tax credit
During the financial year, the company received a tax credit for qualifying research and development expenditure under the Research and Development tax relief scheme. This is presented as a tax repayment in the Income Statement in line with disclosure requirements under FRS 102.
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Vertofx Ltd Notes to the Accounts for the year ended 30 September 2023
Foreign exchange
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rates of exchange ruling at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
Pension costs
The company operates a defined contribution scheme for the benefit of its employees. Contributions payable are recognised in the profit and loss account when due.
Investments
Investments in shares are included at fair value.
4
Intangible fixed assets
Other 
£ 
Cost
At 1 October 2022
593,311 
Additions
838,586 
At 30 September 2023
1,431,897 
Amortisation
At 1 October 2022
18,639 
Charge for the year
100,230 
At 30 September 2023
118,869 
Net book value
At 30 September 2023
1,313,028 
At 30 September 2022
574,672 
5
Tangible fixed assets
Plant & machinery 
Computer equipment 
Total 
£ 
£ 
£ 
Cost or valuation
At cost 
At cost 
At 1 October 2022
1,507 
70,350 
71,857 
Additions
4,807 
40,740 
45,547 
At 30 September 2023
6,314 
111,090 
117,404 
Depreciation
At 1 October 2022
301 
18,921 
19,222 
Charge for the year
780 
18,025 
18,805 
At 30 September 2023
1,081 
36,946 
38,027 
Net book value
At 30 September 2023
5,233 
74,144 
79,377 
At 30 September 2022
1,206 
51,429 
52,635 
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Vertofx Ltd Notes to the Accounts for the year ended 30 September 2023
6
Investments
Other investments 
£ 
Valuation at 1 October 2022
1,268,801 
Valuation at 30 September 2023
1,268,801 
Included in investments is £1,268,801 (2022: £1,268,801) relating to the acquisition of Locusnine Interactive Design Studio.
7
Debtors
2023 
2022 
£ 
£ 
Amounts falling due within one year
Trade debtors
83,856 
40,518 
Amounts due from group undertakings etc.
148,295 
482 
Accrued income and prepayments
208,243 
125,860 
Other debtors
560,764 
128,989 
1,001,158 
295,849 
8
Creditors: amounts falling due within one year
2023 
2022 
£ 
£ 
Trade creditors
253,418 
191,569 
Amounts owed to group undertakings and other participating interests
- 
4,075,484 
Taxes and social security
162,412 
130,388 
Other creditors
937,837 
810,836 
Accruals
134,219 
57,151 
1,487,886 
5,265,428 
9
Provisions for liabilities
£ 
At 1 October 2022
261,448 
Provisions used
(261,448)
At 30 September 2023
- 
Included in provisions is £nil (2022: £261,448) payable to Locusnine Interactive Design Studio. This amount is payable if certain criteria is met 12 months subsequent to their acquisition by Vertofx in April 2022.
10
Share capital
2023 
2022 
£ 
£ 
Allotted, called up and fully paid:
6,612,857 Ordinary shares of £0.0001 each
661.28 
297.32 
Shares issued during the period:
3,639,645 Ordinary shares of £0.0001 each
363.96 
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Vertofx Ltd Notes to the Accounts for the year ended 30 September 2023
11
Loans to directors
Brought Forward 
Advance/ credit 
Repaid 
Carried Forward 
£ 
£ 
£ 
£ 
Olalekan Oduwole
- 
44,482 
- 
44,482 
Olakunle Oyetayo
51,994 
1,953 
1,137 
52,810 
51,994 
46,435 
1,137 
97,292 
Directors' loans accrue interest at a rate of 2.25% and are repayable on demand.
12
Transactions with related parties
As at 30 September 2023, VertoFX Ltd had the following related party balances: - £25,366 (2022: £4,075,484 owed to) due from VertoFx Inc, its parent company. £97,405 (2022: £24,724) of interest payable to VertoFx Inc, in relation to a previous loan. - £7,707 (2022: £nil) due from Verto SA PTY Ltd, a subsidiary company. - £1,929 (2022: £nil) due from Verto Financial Technologies Ltd, a subsidiary company. All amounts are interest-free and repayable on demand.
13
Controlling party
At the balance sheet date, the company was controlled by its ultimate parent undertaking VertoFX Inc, a company which is incorporated and registered in the United States of America.
14
Average number of employees
During the year the average number of employees was 47 (2022: 37).
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