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REGISTERED NUMBER: 12464353 (England and Wales)









FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

ELEMENTZ LIMITED

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)






CONTENTS OF THE FINANCIAL STATEMENTS
for the year ended 31 December 2023




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 3


ELEMENTZ LIMITED

COMPANY INFORMATION
for the year ended 31 December 2023







DIRECTORS: J Brown
J Skrebergene



SECRETARY: Pinsent Masons Secretarial Limited



REGISTERED OFFICE: 1 Park Row
Leeds
LS1 5AB



REGISTERED NUMBER: 12464353 (England and Wales)



AUDITORS: Haines Watts Scotland
Business Advisors, Accountants and
Statutory Auditors
Q Court
3 Quality Street
Edinburgh
EH4 5BP



BANKERS: DNB (UK) Limited
The Walbrook Building 8th Floor
The Walbrook Building
25 Walbrook
London
EC4N 8AF

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

BALANCE SHEET
31 December 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 4 213,248 411,579
Tangible assets 5 61,187 72,844
274,435 484,423

CURRENT ASSETS
Debtors 6 1,983,433 2,008,126
Cash at bank 823,668 768,638
2,807,101 2,776,764
CREDITORS
Amounts falling due within one year 7 1,255,097 665,695
NET CURRENT ASSETS 1,552,004 2,111,069
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,826,439

2,595,492

CREDITORS
Amounts falling due after more than one
year

8

(476,241

)

(476,241

)

PROVISIONS FOR LIABILITIES 9 (15,297 ) (32,793 )
NET ASSETS 1,334,901 2,086,458

CAPITAL AND RESERVES
Called up share capital 10 110,000 110,000
Share premium 3,440,000 3,440,000
Retained earnings (2,215,099 ) (1,463,542 )
SHAREHOLDERS' FUNDS 1,334,901 2,086,458

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 Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 7 August 2024 and were signed on its behalf by:





J Skrebergene - Director


ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 December 2023

1. STATUTORY INFORMATION

Elementz 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.

At the year end the company reported a loss of £751,557 (2022 - a profit of £97,110), and had net current assets of £1,552,004 (2022 - £2,111,069) and net assets of £1,334,901 (2022 - £2,086,458). The company had cash in hand of £823,668 at year end.

The financial statements have been prepared on a going concern basis. The Directors have reviewed and considered relevant information, including the annual approved budget and future cash flow forecasts of both the company and its direct and indirect parent undertakings in making their assessment. Given that the company is in its early stages and is continuing to invest in the development of software and technology products to create future revenue opportunities, these forecasts are dependent on said parent undertakings continuing to make available additional funds as needed to allow the company to maintain normal business operations and to meet its liabilities as they fall due. The company is therefore ultimately reliant on other group entities for financial support.

The direct parent undertaking, Aize AS, has indicated its intention to make available such additional funds as are needed by the company for the period covered by the forecasts to allow the company to continue in its ongoing business operations. As with any company placing reliance on other group entities for financial support, the Directors acknowledge that there can be no certainty that this support will continue although, as of the date of signing these financial statements, they have no reason to believe that it will not do so.

Consequently, the Directors are confident that the company will have sufficient cash resources to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

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 comprises consultancy support provided to customers and revenue arising from the development of a technology platform. Consultancy support income is recognised in the period in which the support/services are rendered to the customer. Revenue generated from the development of a technology platform is recognised in the period in which the services are rendered or based on the underlying contract and recognised on a straight line basis over the contract duration or once specific deliverables are achieved per the underlying contract.

Income received in advance of services being provided is deferred.

GOODWILL
Goodwill, being the amount paid in connection with the acquisition of a business in 2020, is being amortised evenly over its estimated useful life of five years.

Goodwill is carried at cost less accumulated amortisation and any accumulated impairment losses. Goodwill amortisation is calculated by applying the straight-line method to its estimated useful life.

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2023

2. ACCOUNTING POLICIES - continued

INTANGIBLE ASSETS
Software and other intangible assets acquired are stated at cost less accumulated amortisation and impairment losses. Subsequent expenditure on capitalised intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred.

Expenditure on research and development activities is recognised as an expense in the period in which it is incurred.

AMORTISATION

Amortisation is charged on a straight-line basis over the estimated useful lives of intangible assets. Software and other intangible assets are amortised from the date they are available for use. The estimated useful lives are as follows:

- Software and other intangible assets costs over estimated lifespan, currently 3 years.

TANGIBLE FIXED ASSETS
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Computer equipment - Straight line over 3 years

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.

TAXATION
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

DEFERRED TAX
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

FOREIGN CURRENCIES
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 rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2023

2. ACCOUNTING POLICIES - continued

HIRE PURCHASE AND LEASING COMMITMENTS
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

GOVERNMENT GRANT
Income from government grants is recognised at fair value when there is reasonable assurance that the company will comply with the conditions attached to them and the grants will be received. Income from government grants is in relation to various project work for the development of the company, and is treated as other operating income.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 78 (2022 - 67 ) .

4. INTANGIBLE FIXED ASSETS
Other
intangible
Goodwill assets Totals
£    £    £   
COST
At 1 January 2023
and 31 December 2023 700,000 2,561,574 3,261,574
AMORTISATION
At 1 January 2023 346,748 2,503,247 2,849,995
Charge for year 140,004 58,327 198,331
At 31 December 2023 486,752 2,561,574 3,048,326
NET BOOK VALUE
At 31 December 2023 213,248 - 213,248
At 31 December 2022 353,252 58,327 411,579

The directors have reviewed the carrying value of the Intangible Assets at the year end, and have concluded that the carrying value is appropriate and that no impairment is required.

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2023

5. TANGIBLE FIXED ASSETS
Computer
equipment
£   
COST
At 1 January 2023 132,526
Additions 37,735
At 31 December 2023 170,261
DEPRECIATION
At 1 January 2023 59,682
Charge for year 49,392
At 31 December 2023 109,074
NET BOOK VALUE
At 31 December 2023 61,187
At 31 December 2022 72,844

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 1,798,439 1,799,178
Other debtors 184,994 208,948
1,983,433 2,008,126

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 830,779 48,717
Taxation and social security 82,856 258,476
Other creditors 341,462 358,502
1,255,097 665,695

8. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2023 2022
£    £   
Amounts owed to group undertakings 476,241 476,241

Other loans represents a drawback loan agreement between Aize AS and Aize Holdings AS and is repayable on 31 December 2025 with an interest of NIBOR+2.45% payable.

9. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Deferred tax 15,297 32,793

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2023

9. PROVISIONS FOR LIABILITIES - continued

Deferred
tax
£   
Balance at 1 January 2023 32,793
Provided during year (17,496 )
Balance at 31 December 2023 15,297

10. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
110,000 Ordinary 1 110,000 110,000

11. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Craig Hunter (Senior Statutory Auditor)
for and on behalf of Haines Watts Scotland

12. OPERATING LEASE COMMITMENTS

At the 31 December 2023, the company had the following non-cancellable leases:

20232022
££
Due within 1 year482,574435,805
482,574435,805

13. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

14. POST BALANCE SHEET EVENTS

In April 2024 the Company's immediate parent, Aize AS, established a new wholly owned subsidiary in the UK, Aize Operations UK Limited, and successfully executed the restructuring of its UK business pursuant to Aize's "One Product" strategy. As part of this transaction Aize UK Limited acquired the IP relating to the "Integrity Elements" product from Aize AS for a fair value of 1MNOK. Aize UK Limited subsequently transferred certain assets, liabilities and employees relating to Aize's "Workspace" business to Aize Operations UK Limited for total consideration of 36 KGBP. Aize UK Limited was subsequently renamed as Elementz Limited, and Management expects that this entity will focus solely on sales and marketing of the "Integrity Elements" product, with a view to scaling the business organically in line with the Company's business plan. The restructuring was completed on 30 April 2024.

ELEMENTZ LIMITED (REGISTERED NUMBER: 12464353)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the year ended 31 December 2023

15. ULTIMATE CONTROLLING PARTY

The immediate parent company is Aize AS, a company registered in Norway, and the ultimate parent company is Aker Capital AS, a company registered in Norway. The ultimate controlling party is Aize Holding AS.