Emmes Biopharma UK Limited 04498663 false 2023-01-01 2023-12-31 2023-12-31 2023-12-31 The principal activity of the company is clinical research Digita Accounts Production Advanced 6.30.9574.0 true true true false Class 1 Class 2 Class 3 false false true false false false 04498663 2023-01-01 2023-12-31 04498663 2023-12-31 04498663 bus:CompanySecretaryDirector1 bus:Consolidated 2023-12-31 04498663 bus:Director1 bus:Consolidated 2023-12-31 04498663 bus:Director10 bus:Consolidated 2023-12-31 04498663 bus:Director11 bus:Consolidated 2023-12-31 04498663 bus:Director4 bus:Consolidated 2023-12-31 04498663 bus:Director6 bus:Consolidated 2023-12-31 04498663 bus:Director7 bus:Consolidated 2023-12-31 04498663 bus:Director8 bus:Consolidated 2023-12-31 04498663 bus:Director9 bus:Consolidated 2023-12-31 04498663 bus:OrdinaryShareClass1 bus:Consolidated 2023-12-31 04498663 bus:OrdinaryShareClass2 bus:Consolidated 2023-12-31 04498663 bus:OrdinaryShareClass3 bus:Consolidated 2023-12-31 04498663 bus:Consolidated 2023-12-31 04498663 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2023-12-31 04498663 core:RetainedEarningsAccumulatedLosses 2023-12-31 04498663 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-12-31 04498663 core:ShareCapital 2023-12-31 04498663 core:ShareCapital bus:Consolidated 2023-12-31 04498663 core:SharePremium 2023-12-31 04498663 core:SharePremium bus:Consolidated 2023-12-31 04498663 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-12-31 04498663 core:CurrentFinancialInstruments 2023-12-31 04498663 core:CurrentFinancialInstruments bus:Consolidated 2023-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear 2023-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2023-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2 2023-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear 2 2023-12-31 04498663 core:OtherResidualIntangibleAssets bus:Consolidated 2023-12-31 04498663 core:CostValuation 2023-12-31 04498663 core:RevaluationsIncreaseDecreaseInInvestments 2023-12-31 04498663 core:BetweenOneFiveYears bus:Consolidated 2023-12-31 04498663 core:WithinOneYear bus:Consolidated 2023-12-31 04498663 core:FurnitureFittingsToolsEquipment 2023-12-31 04498663 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-12-31 04498663 core:LandBuildings 2023-12-31 04498663 core:LandBuildings bus:Consolidated 2023-12-31 04498663 core:OtherPropertyPlantEquipment 2023-12-31 04498663 core:OtherPropertyPlantEquipment bus:Consolidated 2023-12-31 04498663 core:DeferredTaxation bus:Consolidated 2023-12-31 04498663 bus:FRS102 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Audited bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:FullAccounts bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:RegisteredOffice bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:CompanySecretaryDirector1 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director1 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director10 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director11 2023-01-01 2023-12-31 04498663 bus:Director11 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director4 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director6 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director7 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director8 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Director9 2023-01-01 2023-12-31 04498663 bus:Director9 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:OrdinaryShareClass1 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:OrdinaryShareClass2 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:OrdinaryShareClass3 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:Consolidated 1 2023-01-01 2023-12-31 04498663 bus:PrivateLimitedCompanyLtd bus:Consolidated 2023-01-01 2023-12-31 04498663 bus:ConsolidatedGroupCompanyAccounts 2023-01-01 2023-12-31 04498663 bus:Agent1 bus:Consolidated 2023-01-01 2023-12-31 04498663 core:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 04498663 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-01-01 2023-12-31 04498663 core:ShareCapital 2023-01-01 2023-12-31 04498663 core:ShareCapital bus:Consolidated 2023-01-01 2023-12-31 04498663 core:SharePremium 2023-01-01 2023-12-31 04498663 core:SharePremium bus:Consolidated 2023-01-01 2023-12-31 04498663 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-01-01 2023-12-31 04498663 countries:Europe bus:Consolidated 2023-01-01 2023-12-31 04498663 countries:RestWorldOutsideEurope bus:Consolidated 2023-01-01 2023-12-31 04498663 countries:UnitedKingdom bus:Consolidated 2023-01-01 2023-12-31 04498663 core:ComputerSoftware bus:Consolidated 2023-01-01 2023-12-31 04498663 core:OtherResidualIntangibleAssets bus:Consolidated 2023-01-01 2023-12-31 04498663 core:LandBuildingsUnderOperatingLeases bus:Consolidated 2023-01-01 2023-12-31 04498663 core:PlantEquipmentUnderOperatingLeases bus:Consolidated 2023-01-01 2023-12-31 04498663 core:ReportableOperatingSegment1 bus:Consolidated 2023-01-01 2023-12-31 04498663 core:ReportableOperatingSegment2 bus:Consolidated 2023-01-01 2023-12-31 04498663 core:ReportableOperatingSegment3 bus:Consolidated 2023-01-01 2023-12-31 04498663 core:FurnitureFittings bus:Consolidated 2023-01-01 2023-12-31 04498663 core:FurnitureFittingsToolsEquipment 2023-01-01 2023-12-31 04498663 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-01-01 2023-12-31 04498663 core:LandBuildings 2023-01-01 2023-12-31 04498663 core:LandBuildings bus:Consolidated 2023-01-01 2023-12-31 04498663 core:LeaseholdImprovements bus:Consolidated 2023-01-01 2023-12-31 04498663 core:OtherPropertyPlantEquipment 2023-01-01 2023-12-31 04498663 core:OtherPropertyPlantEquipment bus:Consolidated 2023-01-01 2023-12-31 04498663 core:PlantMachinery bus:Consolidated 2023-01-01 2023-12-31 04498663 core:Subsidiary1 2023-01-01 2023-12-31 04498663 core:Subsidiary1 1 2023-01-01 2023-12-31 04498663 core:Subsidiary1 countries:India 2023-01-01 2023-12-31 04498663 core:Subsidiary2 2023-01-01 2023-12-31 04498663 core:Subsidiary2 1 2023-01-01 2023-12-31 04498663 core:Subsidiary2 countries:Ireland 2023-01-01 2023-12-31 04498663 core:Subsidiary3 2023-01-01 2023-12-31 04498663 core:Subsidiary3 1 2023-01-01 2023-12-31 04498663 core:Subsidiary3 countries:Germany 2023-01-01 2023-12-31 04498663 core:UKTax bus:Consolidated 2023-01-01 2023-12-31 04498663 countries:EnglandWales bus:Consolidated 2023-01-01 2023-12-31 04498663 2022-12-31 04498663 bus:Consolidated 2022-12-31 04498663 core:RetainedEarningsAccumulatedLosses 2022-12-31 04498663 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2022-12-31 04498663 core:ShareCapital 2022-12-31 04498663 core:ShareCapital bus:Consolidated 2022-12-31 04498663 core:SharePremium 2022-12-31 04498663 core:SharePremium bus:Consolidated 2022-12-31 04498663 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2022-12-31 04498663 core:OtherResidualIntangibleAssets bus:Consolidated 2022-12-31 04498663 core:CostValuation 2022-12-31 04498663 core:FurnitureFittingsToolsEquipment 2022-12-31 04498663 core:FurnitureFittingsToolsEquipment bus:Consolidated 2022-12-31 04498663 core:LandBuildings 2022-12-31 04498663 core:LandBuildings bus:Consolidated 2022-12-31 04498663 core:OtherPropertyPlantEquipment 2022-12-31 04498663 core:OtherPropertyPlantEquipment bus:Consolidated 2022-12-31 04498663 core:DeferredTaxation bus:Consolidated 2022-12-31 04498663 2022-01-01 2022-12-31 04498663 2022-12-31 04498663 bus:OrdinaryShareClass1 bus:Consolidated 2022-12-31 04498663 bus:OrdinaryShareClass2 bus:Consolidated 2022-12-31 04498663 bus:OrdinaryShareClass3 bus:Consolidated 2022-12-31 04498663 bus:Consolidated 2022-12-31 04498663 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2022-12-31 04498663 core:CurrentFinancialInstruments 2022-12-31 04498663 core:CurrentFinancialInstruments bus:Consolidated 2022-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear 2022-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2022-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2 2022-12-31 04498663 core:CurrentFinancialInstruments core:WithinOneYear 2 2022-12-31 04498663 core:OtherResidualIntangibleAssets bus:Consolidated 2022-12-31 04498663 core:BetweenOneFiveYears bus:Consolidated 2022-12-31 04498663 core:WithinOneYear bus:Consolidated 2022-12-31 04498663 core:FurnitureFittingsToolsEquipment 2022-12-31 04498663 core:FurnitureFittingsToolsEquipment bus:Consolidated 2022-12-31 04498663 core:LandBuildings 2022-12-31 04498663 core:LandBuildings bus:Consolidated 2022-12-31 04498663 core:OtherPropertyPlantEquipment 2022-12-31 04498663 core:OtherPropertyPlantEquipment bus:Consolidated 2022-12-31 04498663 bus:Consolidated 2022-01-01 2022-12-31 04498663 core:RetainedEarningsAccumulatedLosses 2022-01-01 2022-12-31 04498663 core:ShareCapital 2022-01-01 2022-12-31 04498663 core:SharePremium 2022-01-01 2022-12-31 04498663 countries:Europe bus:Consolidated 2022-01-01 2022-12-31 04498663 countries:RestWorldOutsideEurope bus:Consolidated 2022-01-01 2022-12-31 04498663 countries:UnitedKingdom bus:Consolidated 2022-01-01 2022-12-31 04498663 core:LandBuildingsUnderOperatingLeases bus:Consolidated 2022-01-01 2022-12-31 04498663 core:PlantEquipmentUnderOperatingLeases bus:Consolidated 2022-01-01 2022-12-31 04498663 core:ReportableOperatingSegment1 bus:Consolidated 2022-01-01 2022-12-31 04498663 core:ReportableOperatingSegment2 bus:Consolidated 2022-01-01 2022-12-31 04498663 core:Subsidiary1 1 2022-01-01 2022-12-31 04498663 core:Subsidiary2 1 2022-01-01 2022-12-31 04498663 core:Subsidiary3 1 2022-01-01 2022-12-31 04498663 core:UKTax bus:Consolidated 2022-01-01 2022-12-31 04498663 2021-12-31 04498663 bus:Consolidated 2021-12-31 04498663 core:RetainedEarningsAccumulatedLosses 2021-12-31 04498663 core:ShareCapital 2021-12-31 04498663 core:SharePremium 2021-12-31 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 04498663

Emmes Biopharma UK Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2023

 

Emmes Biopharma UK Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 9

Consolidated Profit and Loss Account

10

Consolidated Statement of Comprehensive Income

11

Consolidated Balance Sheet

12

Balance Sheet

13 to 14

Consolidated Statement of Changes in Equity

15

Statement of Changes in Equity

16

Consolidated Statement of Cash Flows

17

Statement of Cash Flows

18

Notes to the Financial Statements

19 to 37

 

Emmes Biopharma UK Limited

Company Information

Directors

John Matthew Bond

Sastry Venkata Chilukuri

Peter Ronco

Registered office

Regus House Fairbourne Drive,
Atterbury,
Milton Keynes, MK10 9RG

Bankers

Bank of Scotland PLC
The Mound
Edinburgh
EH1 1YZ

Auditors

Bracey's Accountants (Audit) Limited
Chartered Accountants
Unit 1 The Cam Centre
Wilbury Way
Hitchin
Herts
SG4 0TW

 

Emmes Biopharma UK Limited

Strategic Report for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

Principal activity

The principal activity of the group is clinical research

Fair review of the business

Emmes UK's primary role is to support full-service clinical research activities globally. By employing individuals with the appropriate experience and expertise, Emmes UK ensures the effective design and implementation of all services associated with clinical trials. As one of the core countries for conducting clinical trials, the UK presence has been critical since Emmes' acquisition in 2021. This acquisition has facilitated the integration of Emmes UK with the global company, resulting in streamlined and centralized processes and policies.

Emmes is expanding into various therapeutic areas, including vaccines, infectious diseases, ophthalmology, and neurosciences. This expansion underscores the company's commitment to addressing unmet medical needs and advancing public health.

The financial position for 2023 remains optimistic, even after the successful conclusion of profitable COVID-19 phase 3 studies in 2022. However, profits have declined due to reductions in the pipeline and geographical staff restructuring. This restructuring has allowed Emmes to attract high-caliber talent in the UK and US, and the recent hiring of two UK-based Business Development staff members will proactively address business needs both locally and globally.

The group's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2023

2022

Turnover

£m

15

18

Profit after tax

£m

1

6

Working capital

£m

12

11

Reserves

£m

12

11


Studies and Opportunities

• Secured Studies: Emmes UK has secured a second study in a rare indication, a new vaccine study with a new sponsor, and two additional studies with the same sponsor. This diverse portfolio of studies is promising for the organization.

• Global Pipeline: The robust global pipeline of study opportunities indicates potential growth and continued success.

Office Closure: With only a handful of employees attending the office, the decision was made to close the Milton Keynes offices. Overall, Emmes UK is effectively navigating the complexities of the clinical research landscape.

Emmes UK has made significant strides in integrating with the global company and expanding its therapeutic areas. While facing challenges, the company's strategic hires and strong pipeline position it well for future growth. Emmes UK is committed to navigating the clinical research landscape effectively and contributing to the overall success of Emmes globally.

 

Emmes Biopharma UK Limited

Strategic Report for the Year Ended 31 December 2023

Principal risks and uncertainties

Challenges and Solutions

• Staff Competition and Turnover: Like other Emmes affiliates, Emmes UK faces challenges related to competition for qualified staff and staff turnover, common in the clinical research industry.

• Geographical Staff Changes: The geographical staff change demonstrates adaptability, although it increases costs. Leveraging UK and other affiliate staff and sites will help sustain these costs.

o Early Termination of Studies: Studies can end earlier than planned due to unforeseen circumstances, impacting resource allocation and revenues. To mitigate this, contracts should include notice and penalty clauses for early termination, providing a clear framework for managing such situations and reducing potential financial losses.

o Operational Risks: Continuous monitoring and assessment of operational risks are crucial. Emmes UK has implemented a global 13-week cash flow forecast to ensure prompt action on any collection-related issues. Project Forecasting from backlog has been implemented and measured against actuals.

o Credit Covenant Compliance: Emmes UK operates well below its credit covenant ceilings with lenders and has significantly improved its 12-month rolling forecast capabilities to ensure compliance with financial ratios into the future.

Approved and authorised by the Board on 9 August 2024 and signed on its behalf by:
 

.........................................
John Matthew Bond
Director

.........................................
Peter Ronco
Director

 

Emmes Biopharma UK Limited

Directors' Report for the Year Ended 31 December 2023

The directors present their report and the for the year ended 31 December 2023.

Directors of the group

The directors who held office during the year were as follows:

Paul Van Veldhuisen (ceased 15 August 2023)

Debra Glickfield Bang - Company secretary and director (ceased 7 July 2023)

Christine Dingivan (ceased 20 September 2023)

Jonathan Decarlo (ceased 30 June 2023)

Pavel Marek (ceased 17 August 2023)

Rhonda Usilton Henry (ceased 18 August 2023)

John Matthew Bond (appointed 18 August 2023)

Sastry Venkata Chilukuri (appointed 20 September 2023)

Peter Ronco (appointed 20 September 2023)

Future developments

2024 is expected to be a challenging year, with several large studies concluding. However, other studies will continue, and Emmes is looking to expand its European presence. Hiring efforts will continue in the UK to service both local and global business needs. In addition to building the Business Development team, Emmes will also add therapeutic area experts to improve the win rate. Emmes UK remains a key part of the global strategy and will be supported by its parent company.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved and authorised by the Board on 9 August 2024 and signed on its behalf by:
 

.........................................
John Matthew Bond
Director

.........................................
Peter Ronco
Director

 

Emmes Biopharma UK Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Emmes Biopharma UK Limited

Independent Auditor's Report to the Members of Emmes Biopharma UK Limited

Opinion

We have audited the financial statements of Emmes Biopharma UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The 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 group's and the parent company's affairs as at 31 December 2023 and of the group's profit 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 director's 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 group's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Emmes Biopharma UK Limited

Independent Auditor's Report to the Members of Emmes Biopharma UK Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and 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 our 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 and the Directors' Report.

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

adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent company 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 Statement of Directors' Responsibilities [set out on page 5], 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.

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’s 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.

 

Emmes Biopharma UK Limited

Independent Auditor's Report to the Members of Emmes Biopharma UK Limited

Irregularities including fraud

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In identifying and addressing risk of material misstatement in respect of irregularities, including fraud and non compliance with laws and regulations, our audit procedures performed included, but were not limited to the following: review of the financial statements and disclosures to underlying supporting documentation, obtained an understanding of laws and regulations that affect the company both directly in the financial statements and its operations, undertaking a walk through test of key controls that are in operation, review and enquiries into journal entries processed during the period under review, enquiries of management and key personnel, performance of analytical review and reviewing the findings of testing, documents obtained and engaging in discussions to ensure consistency is evident in the findings documented.

We assessed the risk of material misstatement in respect of irregularities, including fraud and non compliance with laws and regulations by focusing on areas where management has significant judgement, such as revenue recognition based on the percentage of completion method. This involves estimating costs to date, total budgeted costs, and other factors that influence project accounting.

Our audit procedures to address specific risks related to project accounting and revenue recognition included, but were not limited to the following:
Evaluating the internal controls to prevent and detect fraud related to project accounting and revenue recognition.
Testing the completeness and accuracy of cost estimates and other critical inputs to the percentage of completion calculation.
Reveiewing management's assumptions and estimates for bias or inconsistency, particularly in the context of revenue recognition and cost estimation.
Performing detailed analytical procedures to identify unusual trends or significant variations in project-related costs and revenue.
Testing a sample of project contracts to verify the terms and conditions, focusing on revenue recognition and any associated variable consideration.

Where we noted weaknesses in internal controls or potential risks of fraud, we communicated these finding to management and those charged with governance for corrective action.

Our audit did not identify any instances of fraud or irregularities that materially affect the financial statements. However, due to the inherent estimation risks in project accounting, there is a risk that future results may differ from management's current estimates. We recommend that management continues to strengthen internal controls and monitor estimation processes to mitigate this inherent risk within project accounting.

There are inherent limitations in the audit procedures described above as irregularities in relation to fraud are by nature difficult to detect as it would likely have occurred through deliberate concealment and could involve collusion and deliberate misrepresentations. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non compliance with laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

 

Emmes Biopharma UK Limited

Independent Auditor's Report to the Members of Emmes Biopharma UK Limited

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 2006. Our 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’s 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.

......................................
Emma Fraser FCA (Senior Statutory Auditor)
For and on behalf of Bracey's Accountants (Audit) Limited, Statutory Auditor

Unit 1 The Cam Centre
Wilbury Way
Hitchin
Herts
SG4 0TW

26 August 2024

 

Emmes Biopharma UK Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2023

Note

2023
£

2022
£

Turnover

3

15,175,602

17,942,310

Cost of sales

 

(10,715,567)

(8,924,520)

Gross profit

 

4,460,035

9,017,790

Administrative expenses

 

(3,916,190)

(2,337,206)

Other operating income

4

1,189,592

714,442

Operating profit

6

1,733,437

7,395,026

Other interest receivable and similar income

7

300,865

7

Interest payable and similar expenses

8

(1,673)

-

   

299,192

7

Profit before tax

 

2,032,629

7,395,033

Tax on profit

12

(629,819)

(1,325,792)

Profit for the financial year

 

1,402,810

6,069,241

Profit/(loss) attributable to:

 

Owners of the company

 

1,402,810

6,069,241

 

Emmes Biopharma UK Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2023

2023
£

2022
£

Profit for the year

1,402,810

6,069,241

Foreign currency translation losses on consolidation

(94,110)

(513)

Total comprehensive income for the year

1,308,700

6,068,728

Total comprehensive income attributable to:

Owners of the company

1,308,700

6,068,728

 

Emmes Biopharma UK Limited

(Registration number: 04498663)
Consolidated Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Intangible assets

13

239,327

283,325

Tangible assets

14

5,196

18,712

 

244,523

302,037

Current assets

 

Debtors

16

14,523,326

11,247,046

Cash at bank and in hand

 

2,630,780

4,056,292

 

17,154,106

15,303,338

Creditors: Amounts falling due within one year

18

(4,980,136)

(4,496,095)

Net current assets

 

12,173,970

10,807,243

Total assets less current liabilities

 

12,418,493

11,109,280

Provisions for liabilities

19

(74,243)

(74,243)

Net assets

 

12,344,250

11,035,037

Capital and reserves

 

Called up share capital

21

1,954

1,954

Share premium reserve

97,805

97,805

Retained earnings

12,244,491

10,935,278

Equity attributable to owners of the company

 

12,344,250

11,035,037

Shareholders' funds

 

12,344,250

11,035,037

Approved and authorised by the Board on 9 August 2024 and signed on its behalf by:
 

.........................................
John Matthew Bond
Director

.........................................
Peter Ronco
Director

 

Emmes Biopharma UK Limited

(Registration number: 04498663)
Balance Sheet as at 31 December 2023

Note

2023
£

2022
£

Fixed assets

 

Intangible assets

13

239,327

283,325

Tangible assets

14

5,196

13,647

Investments

15

421,756

450,451

 

666,279

747,423

Current assets

 

Debtors

16

14,334,472

10,982,365

Cash at bank and in hand

 

1,588,173

3,009,671

 

15,922,645

13,992,036

Creditors: Amounts falling due within one year

18

(4,990,202)

(4,585,343)

Net current assets

 

10,932,443

9,406,693

Total assets less current liabilities

 

11,598,722

10,154,116

Provisions for liabilities

19

(74,243)

(74,243)

Net assets

 

11,524,479

10,079,873

Capital and reserves

 

Called up share capital

21

1,954

1,954

Share premium reserve

97,805

97,805

Retained earnings

11,424,720

9,980,114

Shareholders' funds

 

11,524,479

10,079,873

As permitted by Section 408 of the Companies Act 2006 the company has not presented its own profit and loss account and related notes. The company made a profit after tax for the financial year of £1,444,606 (2022 - profit of £5,438,961).

 

Emmes Biopharma UK Limited

(Registration number: 04498663)
Balance Sheet as at 31 December 2023

Approved and authorised by the Board on 9 August 2024 and signed on its behalf by:
 

.........................................
John Matthew Bond
Director

.........................................
Peter Ronco
Director

 

Emmes Biopharma UK Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2023
Equity attributable to the parent company

Share capital
£

Share premium
£

Retained earnings
£

Total
£

Total equity
£

At 1 January 2023

1,954

97,805

10,935,791

11,035,550

11,035,550

Profit for the year

-

-

1,402,810

1,402,810

1,402,810

Other comprehensive income

-

-

(94,110)

(94,110)

(94,110)

Total comprehensive income

-

-

1,308,700

1,308,700

1,308,700

At 31 December 2023

1,954

97,805

12,244,491

12,344,250

12,344,250

 

Emmes Biopharma UK Limited

Statement of Changes in Equity for the Year Ended 31 December 2023

Share capital
£

Share premium
£

Retained earnings
£

Total
£

At 1 January 2023

1,954

97,805

9,980,114

10,079,873

Profit for the year

-

-

1,444,606

1,444,606

At 31 December 2023

1,954

97,805

11,424,720

11,524,479

Share capital
£

Share premium
£

Retained earnings
£

Total
£

At 1 January 2022

1,954

97,805

4,541,153

4,640,912

Profit for the year

-

-

5,438,961

5,438,961

At 31 December 2022

1,954

97,805

9,980,114

10,079,873

 

Emmes Biopharma UK Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

1,402,810

6,069,241

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

6

58,754

60,374

Financial instrument net gains (losses) through profit and loss

 

-

23,355

Loss/(profit) on disposal of tangible assets

5

2,497

(230)

Finance income

7

(300,865)

(7)

Finance costs

8

1,673

-

Income tax expense

12

629,819

1,325,792

 

1,794,688

7,478,525

Working capital adjustments

 

Increase in trade debtors

16

(2,630,805)

(7,339,943)

Increase in trade creditors

18

1,110,167

745,683

(Decrease)/increase in deferred income, including government grants

 

(626,126)

739,699

Cash generated from operations

 

(352,076)

1,623,964

Income taxes paid

12

(1,275,294)

(2,364,391)

Net cash flow from operating activities

 

(1,627,370)

(740,427)

Cash flows from investing activities

 

Interest received

300,865

7

Acquisitions of tangible assets

(3,737)

(9,165)

Proceeds from sale of tangible assets

 

-

780

Acquisition of intangible assets

13

-

(307,678)

Net cash flows from investing activities

 

297,128

(316,056)

Cash flows from financing activities

 

Interest paid

8

(1,673)

-

Net decrease in cash and cash equivalents

 

(1,331,915)

(1,056,483)

Cash and cash equivalents at 1 January

 

4,056,292

5,113,286

Effect of exchange rate fluctuations on cash held

 

(93,597)

(511)

Cash and cash equivalents at 31 December

 

2,630,780

4,056,292

 

Emmes Biopharma UK Limited

Statement of Cash Flows for the Year Ended 31 December 2023

Note

2023
£

2022
£

Cash flows from operating activities

Profit for the year

 

1,444,606

5,438,961

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

6

53,689

52,228

Loss/(profit) on disposal of tangible assets

5

2,497

(230)

Finance income

(300,865)

-

Finance costs

1,599

-

Income tax expense

12

460,092

1,283,026

 

1,661,618

6,773,985

Working capital adjustments

 

Increase in trade debtors

16

(2,497,739)

(7,418,046)

Increase in trade creditors

18

1,030,985

1,211,546

(Decrease)/increase in deferred income, including government grants

 

(626,126)

739,699

Cash generated from operations

 

(431,262)

1,307,184

Income taxes paid

12

(1,314,460)

(2,003,370)

Net cash flow from operating activities

 

(1,745,722)

(696,186)

Cash flows from investing activities

 

Interest received

300,865

-

Proceeds from sale of subsidiaries

 

-

18,845

Acquisitions of tangible assets

(3,737)

(4,801)

Proceeds from sale of tangible assets

 

-

780

Acquisition of intangible assets

13

-

(307,678)

Revaluation of investment in subsidiaries

 

28,695

(3,568)

Net cash flows from investing activities

 

325,823

(296,422)

Cash flows from financing activities

 

Interest paid

(1,599)

-

Net decrease in cash and cash equivalents

 

(1,421,498)

(992,608)

Cash and cash equivalents at 1 January

 

3,009,671

4,002,279

Cash and cash equivalents at 31 December

 

1,588,173

3,009,671

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Regus House Fairbourne Drive,
Atterbury,
Milton Keynes, MK10 9RG

These financial statements were authorised for issue by the Board on 9 August 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

The financial statements are prepared in sterling, which is the functional currency of the entity. Amounts are rounded to the nearest £1.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2023.

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

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

Foreign subsidiaries are converted to sterling £ prior to consolidation at the relevant rates. As a result there is a foreign exchange on consolidation that arises which is recognised within other comprehensive income. Share capital is converted at the historical rate of exchange. Profit and loss items are converted at the average rate and balance sheet items are converted at the closing rate.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group as well as company year end alignment. There are no non controlling interests within this group.

Going concern

The financial statements have been prepared on a going concern basis.

Judgements

In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is reviewed where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Project accounting

Estimating total budgeted costs

The accuracy of estimated total costs directly affects the stage of completion and revenue recognition. Key components include labour, overheads and estimation of contract costs. The costs are accrued at month end where costs have been incurred but not yet billed, these are accrued for as necessary and raised within creditors.

Where costs are paid in advance and these comprise prepaid expenses they are recorded wtihin debtors. Judgement is required to ensure that estimates are reasonable, reflecting expected efficiencies or risks.

Percentage of completion

The percentage of completion is calculated using the ratio of costs incurred to date over total budgeted costs. This ratio can be influenced by changes in project scope, re-estimation of costs, or delays. Judgement is needed to ensure the ratio accurately reflects project progress and expected outcome of the overall project.

Recognition of revenue

Applying the percentage of completion to the total contract revenue determines the amount of revenue to be recognised in the current accounting period. Judgement is required to ensure consistency and to adjust for changes in estimates or project scope accordingly.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of value added tax, returns, rebates and discounts.

Revenue from project-based contracts is recognised over time using the percentage of completion method when the following criteria are met:

-The contract identifies clear deliverables, terms of payment, and rights and obligations of the parties involved.
- The project's costs and revenues can be estimated reliably.
- The entity expects to receive the consideration for performance as agreed upon in the contract.
- The entity's performance provides services that benefit the customer as the project progresses.

The percentage of completion is calculated as the ratio of costs incurred to date against total budgeted costs. This ratio determines the stage of completion and is applied to the total contract revenue to recognise revenue in the current accounting period.

Revenue recognised for the current accounting period is derived by applying the percentage of completion to the total contract revenue, then subtracting any revenue already recognised.

Costs directly related to the project are expensed as incurred. If these costs are expected to be utilised for future performance, they are carried on the balance sheet and recognised when the corresponding obligations are fulfilled.

If it is expected that total costs will exceed total revenue, the entire anticipated loss is recognised immediately. Additionally, if there are revisions to the total budgeted costs or the contract scope, the revenue is recalculated based on the updated estimates.

The estimate is applied by management and detailed within significant judgements above, being a significant judgement applied within these financial statements.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Research and Development credits under the RDEC scheme are calculated in accordance with the prevailing tax statutes and are recognised within the financial statements as other operating income accrued within the relevant year.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate. The rate is updated at the start of each month using HMRC approved rates. At the year end the company applies Oanda rates for closing balances to align with the group.

Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

The group consolidation uses historical rates for certain items and as such there is a foreign exchange on consolidation that arises. The amount arising is recognised through other comprehensive income in the relevant period.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

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

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Plant and machinery

33% straight line

Furniture and fittings

20% straight line

Short leasehold improvements

20% straight line

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Computer software and licenses

7 years straight line

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment. Amounts are held in their denominated currency's original cost and translated at year end Oanda rates annually to GBP.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible.

Amounts held in foreign currency are translated during each month at the opening rate using HMRC approved rates. At the year end the company applies Oanda rates for closing balances to align with the group.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Amounts invoiced in foreign currency are translated during each month at the opening rate using HMRC approved rates. At the year end the company applies Oanda rates for closing balances to align with the group.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised at the transaction price and subsequently measured at amortised cost using the effective interest method.

Amounts invoiced in foreign currency are translated during each month at the opening rate using HMRC approved rates. At the year end the company applies Oanda rates for closing balances to align with the group.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Classification
A financial assets or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial assets, which include debtors, cash bank balances and loans to fellow group companies are initially recognised at the transaction price including transactions costs and are subsequently carried at amortised cost. Basic financial liabilities, which include creditors, loans from group members are initially recognised at transaction price, unless the arrangement constitutes a financial transaction, where it is recognised as the present value of the future payments discounted at a market rate of interest for debt instruments. Debt instruments are subsequently measured at amortised cost.
 

3

Turnover

The analysis of the group's Turnover for the year from continuing operations is as follows:

2023
£

2022
£

Rendering of services

15,175,602

17,942,310

The analysis of the group's Turnover for the year by class of business is as follows:

2023
£

2022
£

Fixed fee revenue

13,084,259

12,713,883

Pass through costs

2,091,343

5,228,427

15,175,602

17,942,310

The analysis of the group's Turnover for the year by market is as follows:

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

2023
£

2022
£

UK

8,093,183

7,376,287

Europe

2,709,404

2,905,038

Rest of world

4,373,015

7,660,985

15,175,602

17,942,310

4

Other operating income

The analysis of the group's other operating income for the year is as follows:

2023
£

2022
£

RDEC Tax credit

1,189,592

714,442

5

Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

2023
£

2022
£

(Loss)/gain on disposal of Tangible assets

(2,497)

230

6

Operating profit

Arrived at after charging/(crediting)

2023
£

2022
£

Depreciation expense

14,756

36,021

Amortisation expense

43,998

24,353

Foreign exchange losses/(gains)

129,059

(406,685)

Operating lease expense - property

23,835

48,000

Operating lease expense - plant and machinery

1,849

1,357

Loss/(profit) on disposal of property, plant and equipment

2,497

(230)

7

Other interest receivable and similar income

2023
£

2022
£

Interest income on financial assets

284,675

-

Interest income on bank deposits

16,190

7

300,865

7

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

8

Interest payable and similar expenses

2023
£

2022
£

Interest on bank overdrafts and borrowings

74

-

Interest expense on other finance liabilities

1,599

-

1,673

-

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

9

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2023
£

2022
£

Wages and salaries

2,494,452

1,874,038

Social security costs

284,117

226,748

Other short-term employee benefits

26,163

19,251

Pension costs, defined contribution scheme

84,898

76,132

Other employee expense

45,380

13,266

2,935,010

2,209,435

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2023
No.

2022
No.

Administration and support

8

8

Research and development

23

23

Sales, marketing and distribution

2

2

Other departments

12

11

45

44

10

Directors' remuneration

The directors' remuneration for the year was as follows:

2023
£

2022
£

Remuneration

-

137,348

11

Auditors' remuneration

2023
£

2022
£

Audit of these financial statements

18,700

17,237


 

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

12

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2023
£

2022
£

Current taxation

UK corporation tax

629,819

1,254,177

Deferred taxation

Arising from origination and reversal of timing differences

-

71,615

Tax expense in the income statement

629,819

1,325,792

The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2022 - the same as the standard rate of corporation tax in the UK) of 25% (2022 - 19%).

The differences are reconciled below:

2023
£

2022
£

Profit before tax

2,032,629

7,395,033

Corporation tax at standard rate

508,157

1,405,056

Tax decrease from effect of capital allowances and depreciation

(13,112)

(67,155)

Tax increase from other short-term timing differences

994

1,388

Effect of foreign tax rates

133,780

(85,112)

Deferred tax expense from temporary difference

-

71,615

Total tax charge

629,819

1,325,792

Deferred tax

Group

Deferred tax assets and liabilities

2023

Asset
£

Liability
£

Accelerated capital allowances

-

74,243

-

74,243

2022

Asset
£

Liability
£

Accelerated capital allowances

-

74,243

-

74,243

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Company

Deferred tax assets and liabilities

The company deferred taxation is the same as the group's deferred taxation.

13

Intangible assets

Group

Computer software and licenses
 £

Total
£

Cost or valuation

At 1 January 2023

307,678

307,678

At 31 December 2023

307,678

307,678

Amortisation

At 1 January 2023

24,353

24,353

Amortisation charge

43,998

43,998

At 31 December 2023

68,351

68,351

Carrying amount

At 31 December 2023

239,327

239,327

At 31 December 2022

283,325

283,325

Company

The company's intangible fixed assets are the same as the group.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

14

Tangible assets

Group

Short leasehold buildings
£

Furniture, fittings and equipment
 £

Other tangible assets
£

Total
£

Cost or valuation

At 1 January 2023

86,639

4,722

83,544

174,905

Additions

-

-

3,737

3,737

Disposals

(86,639)

(4,600)

(30,416)

(121,655)

At 31 December 2023

-

122

56,865

56,987

Depreciation

At 1 January 2023

80,526

3,246

72,422

156,194

Charge for the year

5,059

321

9,375

14,755

Eliminated on disposal

(85,585)

(3,445)

(30,128)

(119,158)

At 31 December 2023

-

122

51,669

51,791

Carrying amount

At 31 December 2023

-

-

5,196

5,196

At 31 December 2022

6,113

1,476

11,123

18,712

The net book value of land and buildings above is £Nil (2022 - £6,114) in respect of short leasehold land and buildings.
 

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Company

Short leasehold buildings
£

Furniture, fittings and equipment
 £

Other tangible assets
£

Total
£

Cost or valuation

At 1 January 2023

86,639

4,722

37,642

129,003

Additions

-

-

3,737

3,737

Disposals

(86,639)

(4,600)

(30,416)

(121,655)

At 31 December 2023

-

122

10,963

11,085

Depreciation

At 1 January 2023

80,526

3,246

31,585

115,357

Charge for the year

5,059

321

4,310

9,690

Eliminated on disposal

(85,585)

(3,445)

(30,128)

(119,158)

At 31 December 2023

-

122

5,767

5,889

Carrying amount

At 31 December 2023

-

-

5,196

5,196

At 31 December 2022

6,113

1,476

6,058

13,647

The net book value of land and buildings above is £Nil (2022 - £6,114) in respect of short leasehold land and buildings.
 

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

15

Investments

Company

2023
£

2022
£

Investments in subsidiaries

421,756

450,451

Subsidiaries

£

Cost or valuation

At 1 January 2023

450,451

Revaluation on foreign exchange

(28,695)

At 31 December 2023

421,756

Carrying amount

At 31 December 2023

421,756

At 31 December 2022

450,451

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

2023

2022

Subsidiary undertakings

QED Clinical Services India Private Limited

B-209 West Gate
Near YMCA Club SG Highway
Ahmedabad 380015
Gujarat

India

Ordinary

100%

100%

Emmes Biopharma Ireland Ltd

Unit 3D North Point House
North Point Business Park
New Mallow Road
Cork
T23 AT2P

Ireland

Ordinary

100%

100%

Orphan Reach GmbH

Pappelallee 78/79
10341 Berlin

Germany

Intermediate subsidiary

100%

100%

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Subsidiary undertakings

QED Clinical Services India Private Limited

The principal activity of QED Clinical Services India Private Limited is Clinical research.

Emmes Biopharma Ireland Ltd

The principal activity of Emmes Biopharma Ireland Ltd is Dormant.

Orphan Reach GmbH

The principal activity of Orphan Reach GmbH is Clinical research.

Orphan Reach GmbH is owned 100% directly by Emmes Biopharma Ireland Ltd.

All of the above companies are included within consolidation figures.

16

Debtors

   

Group

Company

Current

Note

2023
£

2022
£

2023
£

2022
£

Trade debtors

 

4,729,963

4,648,562

4,672,696

4,650,183

Amounts owed by related parties

25

7,324,837

2,809,914

7,324,837

2,831,410

Other debtors

 

106,663

52,719

-

-

Prepayments

 

70,275

67,067

70,275

65,805

Accrued income

 

769,461

2,792,132

769,461

2,792,132

Income tax asset

12

1,522,127

876,652

1,497,203

642,835

   

14,523,326

11,247,046

14,334,472

10,982,365

17

Cash and cash equivalents

 

Group

Company

2023
£

2022
£

2023
£

2022
£

Cash on hand

-

1,181

-

-

Cash at bank

2,630,780

4,055,111

1,588,173

3,009,671

2,630,780

4,056,292

1,588,173

3,009,671

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

18

Creditors

   

Group

Company

Note

2023
£

2022
£

2023
£

2022
£

Due within one year

 

Trade creditors

 

2,130,257

1,582,976

2,130,102

1,679,996

Amounts due to related parties

25

-

-

15,285

-

Social security and other taxes

 

776,977

529,954

776,977

528,480

Outstanding defined contribution pension costs

 

-

15,944

-

15,944

Other payables

 

3,533

1,732

-

-

Accruals

 

712,590

382,584

711,059

378,018

Deferred income

 

1,356,779

1,982,905

1,356,779

1,982,905

 

4,980,136

4,496,095

4,990,202

4,585,343

See note 24 for charges held.

19

Provisions for liabilities

Group

Deferred tax
£

Total
£

At 1 January 2023

74,243

74,243

At 31 December 2023

74,243

74,243

The company's provision for liabilities is the same as the group.

20

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £84,898 (2022 - £76,132).

Contributions totalling £Nil (2022 - £15,944) were payable to the scheme at the end of the year and are included in creditors.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

21

Share capital

Allotted, called up and fully paid shares

2023

2022

No.

£

No.

£

Ordinary shares of £0.10 each

12,390

1,239

12,390

1,239

Ordinary shares of £0.10 each

350

35

350

35

Ordinary voting shares of £1 each

680

680

680

680

13,420

1,954

13,420

1,954

The Company has three classes of ordinary shares in issue:
- 12,390 Ordinary £0.10 shares carrying full voting rights and full rights to particpate in both dividends and capital.
- 350 Ordinary £0.10 shares carrying no voting rights and full rights to particpate in both dividends and capital.
- 680 Ordinary £1.00 shares carrying full voting rights and full rights to particpate in both dividends and capital.

22

Obligations under leases and hire purchase contracts

Group

Operating leases - lessor

The total of future minimum lease payments is as follows:

2023
£

2022
£

Not later than one year

8,404

19,663

Later than one year and not later than five years

737

8,510

9,141

28,173

The commitment for the lease of the business premises was terminated in June 2023. There are no further commitments for the lease of business premises.

23

Dividends

No dividends were paid in the current or prior period.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

24

Commitments

Group

Charges held
There is a fixed and floating charge held over all assets of the company and contains a negative pledge in favour of Midcap Financial Trust, as administrative agent for the group, dated September 2021.

25

Related party transactions

Group and company

Summary of transactions with key management
Key management are considered to be solely the Directors of the company both in the current and prior year.

Summary of transactions with group companies
Company
The company has applied the exemption within FRS102 Section 33.1A not to disclose transactions with wholly owned members within the group.

There were inter company loans outstanding at the year end;
The Emmes Company LLC owed £7,324,837 to the company, (2022: £2,809,912)
Orphan Reach Limited (Ireland) was owed £15,285 by the company (2022: £21,498 owed to the company)

Inter company loans attract 6% interest per annum.

At the balance sheet date the following amounts were owed to the company as disclosed within the trade debtors (owed to the company) and trade creditors (owed by the company) note

Included within trade creditors are amounts owed to fellow group members totalling £918,489 (2022: £1,053,796)

Included within trade debtors are amounts owed by fellow group members totalling £311,203 (2022: £1,496,616)

Balances that arose under commercial trading terms are settled under normal trading terms and are disclosed with trade debtors and trade creditors.

Other transactions with directors
Two of the former Directors of the company owns the premises which the company leased during the current and prior period. This property is owned by a company registered in Spain, Enigma Studios S.L. The company paid for rent and services totalling £23,286 (2022: £48,000) to this company.

 

Emmes Biopharma UK Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

26

Parent and ultimate parent undertaking

The smallest group in which the results of the company are consolidated is The Emmes Company LLC. The financial statements can be obtained from c/o Corporation System, 4701 Cox Road, Suite 285, Glen Allen, Postal Code 23060, Virginia, The United States of America.

 The company's immediate parent is The Emmes Company LLC, incorporated in United States of America.

 The ultimate parent is New Mountain Capital LLC, incorporated in United States of America.