Silverfin false false 31/12/2023 01/01/2023 31/12/2023 Dr W Barton 16/04/2014 Mr A Chamberlain 18/04/2023 Dr W Davies 10/01/2024 09/04/2018 Mr A Dobbie 21/02/2008 Mr A Gibbins 19/07/2010 Mr C Hall 31/01/2023 29/03/2018 Mr P Hodges 26/04/2005 Prof X Ni 29/10/2003 F. Neil Todd 16/02/2024 16/01/2004 23 April 2024 The company's principal activity is the design and sale of full-scale manufacturing units with appropriate licencing. These opportunities are developed through the use of our laboratory-scale NiTech Crystallisers, NiTech Reactors, NiTech Evaluators and bespoke pilot plants, provided either by sale, rental or with one of our International based Research partners, and the agreement of joint research programmes to show proof of concept.

The directors consider that NiTech is a leading authority on delivering Process Intensification benefits through the use of its patented Continuous Oscillatory Baffled Reactor and related technology.
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Company No: SC255145 (Scotland)

NITECH SOLUTIONS LIMITED

UNAUDITED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH THE REGISTRAR

NITECH SOLUTIONS LIMITED

UNAUDITED FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023

Contents

NITECH SOLUTIONS LIMITED

BALANCE SHEET

AS AT 31 DECEMBER 2023
NITECH SOLUTIONS LIMITED

BALANCE SHEET (continued)

AS AT 31 DECEMBER 2023
Note 2023 2022
£ £
Fixed assets
Intangible assets 4 255,203 254,184
Tangible assets 5 2,126 3,438
257,329 257,622
Current assets
Stocks 80,492 71,746
Debtors 6 77,041 102,516
Cash at bank and in hand 17,801 407,183
175,334 581,445
Creditors: amounts falling due within one year 7 ( 178,496) ( 270,786)
Net current (liabilities)/assets (3,162) 310,659
Total assets less current liabilities 254,167 568,281
Creditors: amounts falling due after more than one year 8 ( 122,091) ( 193,194)
Net assets 132,076 375,087
Capital and reserves
Called-up share capital 9 226,911 226,911
Profit and loss account ( 94,835 ) 148,176
Total shareholders' funds 132,076 375,087

For the financial year ending 31 December 2023 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The financial statements of NiTech Solutions Limited (registered number: SC255145) were approved and authorised for issue by the Board of Directors on 23 April 2024. They were signed on its behalf by:

Mr P Hodges
Director
NITECH SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
NITECH SOLUTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

NiTech Solutions Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the Company's registered office is Suite 2, Ground Floor Orchard Brae House, 30 Queensferry Road, Edinburgh, EH4 2HS, United Kingdom. The principal place of business is Unit 39, 4-5 Lochside Way, Edinburgh, EH12 9DT.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for the goods provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risk and rewards of ownerships of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably , it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Employee benefits

Short term benefits
The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitled is recognised in the period in which the employees services are received.

Defined contribution schemes
The company operates a defined contribution scheme. Payments to defined contribution schemes are charged as an expense as they fall due.

Share-based payment

Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest and adjusted for the effect of non-market-based vesting conditions.

Taxation

Current tax
The tax currently payable is based on the taxable profit for the year. Taxable profit differs from net profit and reporter in the profit and loss accounts because it excludes items of income or expense that are taxable or deductible in other years and it further excludes that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting period end date.

Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that is probable that they will be recoverable against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit no the accounting profit.

The carrying amount of deferred tax assets are reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. 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. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities s relate to the taxes levied by the same tax authority.

Intangible assets

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised so at to write off the cost or valuation of assets less their residual values of their useful lives on the following bases:

Other intangible assets 10 years straight line
Tangible fixed assets

Tangible fixed assets are initally measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of valuation of assets over their useful lives on the following bases:

Plant and machinery etc. 4 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Impairment of assets

At each reporting period end date, the company reviews the carrying amounts of its intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exist, the recoverable amount of the asset is estimated in order to determine the extend of the impairment loss (if any).

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised profit and loss.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand.

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.

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 cost 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.

Basic financial liabilities
Basic financial liabilities, including creditors that are classified as debt are recognised at transaction price.

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.

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.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specified performance conditions is recognised in income when the performance conditions are met. Where are grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2. Employees

2023 2022
Number Number
Monthly average number of persons employed by the Company during the year, including directors 10 8

3. Share-based payments

Equity-settled share-based payment schemes

The Company has a share option scheme for 5 employees.

Options are exercisable at a price equal to the estimated fair value of the Company’s shares on the date of grant. The vesting period is three years. If the options remain unexercised after a period of 10 years from the date of grant the options expire. Options are forfeited if the employee leaves the Company before the options vest. As the exercise price is below £0.01 it appears as nil in the table below.

Details of the share options outstanding during the financial year are as follows:

2023 2022
Weighted Average Weighted Average
Number of share options Average exercise price (£) Number of share options Average exercise price (£)
Outstanding at beginning of period 79,280,882 0 0 0
Granted during the period 77,078,638 0 79,280,882 0
Outstanding at the end of the period 156,359,520 0 79,280,882 0
Exercisable at the end of the period 0 0 0 0

The fair value of the share options at the grant date was calculated using the Black Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value.

4. Intangible assets

Other intangible assets Total
£ £
Cost
At 01 January 2023 620,994 620,994
Additions 42,078 42,078
At 31 December 2023 663,072 663,072
Accumulated amortisation
At 01 January 2023 366,810 366,810
Charge for the financial year 41,059 41,059
At 31 December 2023 407,869 407,869
Net book value
At 31 December 2023 255,203 255,203
At 31 December 2022 254,184 254,184

5. Tangible assets

Plant and machinery etc. Total
£ £
Cost
At 01 January 2023 9,534 9,534
At 31 December 2023 9,534 9,534
Accumulated depreciation
At 01 January 2023 6,096 6,096
Charge for the financial year 1,312 1,312
At 31 December 2023 7,408 7,408
Net book value
At 31 December 2023 2,126 2,126
At 31 December 2022 3,438 3,438

6. Debtors

2023 2022
£ £
Trade debtors 3,514 60,023
Other debtors 73,527 42,493
77,041 102,516

7. Creditors: amounts falling due within one year

2023 2022
£ £
Bank loans 41,099 40,907
Trade creditors 27,844 39,905
Other taxation and social security 11,833 109,722
Other creditors 97,720 80,252
178,496 270,786

There are amounts included above in respect of which security of a floating charge has been given by the small entity.

8. Creditors: amounts falling due after more than one year

2023 2022
£ £
Other creditors 122,091 193,194

There are no amounts included above in respect of which any security has been given by the small entity.

9. Called-up share capital

2023 2022
£ £
Allotted, called-up and fully-paid
206,705,334 A2-1 shares ordinary shares of £ 0.00004 each 8,268 8,268
20,966,670 A2-2 shares ordinary shares of £ 0.0001 each 2,097 2,097
1,003,850,832 B shares ordinary shares of £ 0.0001 each 100,385 100,385
662,409,407 C shares ordinary shares of £ 0.0001 each 66,241 66,241
49,920 Pound deferred ordinary shares of £ 1.00 each 49,920 49,920
226,911 226,911

Ordinary A2-1 shares have one vote per share and equal entitlement to dividend to that of all other classes of shares. In the event of a return of capital the assets remaining after payment of liabilities will be applied and distributed on a basis that will entitle the A2-1 Ordinary shares to an amount in excess of their pro rata entitlement where the value of the remaining assets exceeds £1,500,000. Ordinary A2-1 shares are not redeemable.

Ordinary A2-2 shares have one vote per share and equal entitlement to dividend to that of all other classes of shares. In the event of a return of capital the assets remaining after payment of liabilities will be applied and distributed on a basis that will entitle the A2-2 Ordinary shares to an amount in excess of their pro rata entitlement where the value of the remaining assets exceeds £1,500,000. Ordinary A2-2 shares are not redeemable.

Ordinary B shares have one vote per share and equal entitlement to dividend to that of all other classes of shares. In the event of a return of capital the assets remaining after payment of liabilities will be applied and distributed on a basis that will entitle the B Ordinary shares to their pro rata entitlement. Ordinary B shares are not redeemable.

Ordinary C shares have one vote per share and equal entitlement to dividend to that of all other classes of shares. In the event of a return of capital the assets remaining after payment of liabilities will be applied and distributed on a basis that will entitle the C Ordinary shares to an amount less than their pro rata entitlement where the value of the remaining assets exceeds £1,500,000. Ordinary C shares are not redeemable.

Deferred shares have no voting rights and are not entitled to dividends. In the event of a return of capital, after the holders of the A2-1 Ordinary, A2-2 Ordinary, B Ordinary and C Ordinary shares have received the aggregate amount paid up thereon, plus £10,000 per share held, each holder of Deferred share shall be entitled to receive a sum equal to the nominal capital paid up or credited as paid up on each Deferred share, but shall not be entitled to any further participation in the profits or assets of the company. Deferred shares are not redeemable.

10. Related party transactions

Transactions with the entity's directors

2023 2022
£ £
Directors loans 35,000 0

Balances owed to directors at 31 December 2023 £35,000 (2022 - £nil). There is no interest charged and loans are repayable upon demand.