Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312024-05-22falsetrue2023-01-01falseNo description of principal activity2029falseThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006. 03141037 2023-01-01 2023-12-31 03141037 2022-01-01 2022-12-31 03141037 2023-12-31 03141037 2022-12-31 03141037 c:Director1 2023-01-01 2023-12-31 03141037 c:Director2 2023-01-01 2023-12-31 03141037 c:RegisteredOffice 2023-01-01 2023-12-31 03141037 d:ComputerEquipment 2023-01-01 2023-12-31 03141037 d:ComputerEquipment 2023-12-31 03141037 d:ComputerEquipment 2022-12-31 03141037 d:ComputerEquipment d:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 03141037 d:CurrentFinancialInstruments 2023-12-31 03141037 d:CurrentFinancialInstruments 2022-12-31 03141037 d:CurrentFinancialInstruments 1 2023-12-31 03141037 d:CurrentFinancialInstruments 1 2022-12-31 03141037 d:CurrentFinancialInstruments 2 2023-12-31 03141037 d:CurrentFinancialInstruments 2 2022-12-31 03141037 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 03141037 d:CurrentFinancialInstruments d:WithinOneYear 2022-12-31 03141037 d:ShareCapital 2023-12-31 03141037 d:ShareCapital 2022-12-31 03141037 d:SharePremium 2023-12-31 03141037 d:SharePremium 2022-12-31 03141037 d:RetainedEarningsAccumulatedLosses 2023-12-31 03141037 d:RetainedEarningsAccumulatedLosses 2022-12-31 03141037 c:FRS102 2023-01-01 2023-12-31 03141037 c:AuditExempt-NoAccountantsReport 2023-01-01 2023-12-31 03141037 c:FullAccounts 2023-01-01 2023-12-31 03141037 c:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 03141037 f:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:pure
Registered number: 03141037










ECONTEXT.AI LIMITED
ANNUAL REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023




















 
ECONTEXT.AI LIMITED
 
 
Company Information


Directors
Mr T Williams (Chairman) 
Mr S Scarr 




Registered number
03141037



Registered office
167 Great Portland Street

London

W1W 5PF





 
ECONTEXT.AI LIMITED
Registered number: 03141037

Balance sheet
As at 31 December 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
2,736
4,331

  
2,736
4,331

Current assets
  

Stocks
  
2,240
1,000

Debtors: amounts falling due within one year
 5 
432,113
467,607

Cash at bank and in hand
  
176,364
243,030

  
610,717
711,637

Creditors: amounts falling due within one year
 6 
(12,250,807)
(11,782,891)

Net current liabilities
  
 
 
(11,640,090)
 
 
(11,071,254)

Total assets less current liabilities
  
(11,637,354)
(11,066,923)

  

Net liabilities
  
(11,637,354)
(11,066,923)


Capital and reserves
  

Called up share capital 
  
24,184
24,184

Share premium account
  
6,550,673
6,550,673

Profit and loss account
  
(18,212,211)
(17,641,780)

  
(11,637,354)
(11,066,923)


Page 1

 
ECONTEXT.AI LIMITED
Registered number: 03141037
    
Balance sheet (continued)
As at 31 December 2023

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 May 2024.



Mr T Williams (Chairman)
Mr S Scarr
Director
Director

The notes on pages 3 to 8 form part of these financial statements.
Page 2

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

1.


General information

Econtext.AI Limited is a private limited company incorporated in the United Kingdom and registered in England and Wales. The company's registered office is 167 Great Portland Street, London, W1W 5PF. 
The principal activity of the company is the continued provision of services for internet users.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.


The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis despite an excess of liabilities over total assets at 31 December 2023.
If all the creditors of the company were to demand immediate payment the company would be unable to continue trading. In this case the going concern basis would be inappropriate.
Included in creditors are preference shareholder liabilities which, including accrued finance charges, amount to £2,693,054. These can only be repaid when the company has sufficient distributable reserves. Additionally, the holders of loans and amounts due for unpaid remuneration to whom the company has a total liability at the year end of £7,696,655  have confirmed that they will not seek repayment except within the terms of their loan contracts, except from a sale of the company or any of its assets or when the company has sufficient working capital. During the year the company received loans from directors of $532,500 and further loans have been received in 2024. In 2023 staff and directors all accepted a reduction in remuneration and there have also been redundancies, the full benefits of which will been seen in 2024. The company has developed two new products for sales which will come on line in 2024 and is also engaged with a merchant bank to explore the sale of certain IP.
Accordingly, the directors are satisfied that these financial statements are appropriately prepared on the basis applicable to a going concern.

 
2.3

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. 

Page 3

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.4

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Computer equipment
-
25%
straight line basis

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.

 
2.5

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.6

Debtors

Short-term debtors are measured at transaction price, less any impairment. 

 
2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Page 4

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.8

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

 
2.9

Creditors

Short-term creditors are measured at the transaction price. 

 
2.10

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Transactions during the year have been translated into GBP at the average rate of $1.21. Balances at the 31 December 2023 have been converted at $1.27.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the profit or loss.

Page 5

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

2.Accounting policies (continued)

 
2.11

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.12

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.


3.


Employees

The average monthly number of employees, including directors, during the year was 20 (2022 - 21).

Page 6

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

4.


Tangible fixed assets





Computer equipment

£



Cost 


At 1 January 2023
10,251



At 31 December 2023

10,251



Depreciation


At 1 January 2023
5,920


Charge for the year on owned assets
1,595



At 31 December 2023

7,515



Net book value



At 31 December 2023
2,736



At 31 December 2022
4,331

Page 7

 
ECONTEXT.AI LIMITED
 
 
 
Notes to the financial statements
For the Year Ended 31 December 2023

5.


Debtors

2023
2022
£
£


Trade debtors
429,751
465,806

Other debtors
2,362
1,801

432,113
467,607



6.


Creditors: Amounts falling due within one year

2023
2022
£
£

Loans payable
3,845,129
3,620,038

Trade creditors
375,360
266,934

Other creditors
1,335,842
1,118,196

Amounts owed to directors
3,387,022
2,876,654

Accruals and deferred income
614,400
1,253,015

Arrears of preference share finance charge
1,793,054
1,748,054

Preference share capital treated as debt
900,000
900,000

12,250,807
11,782,891


The redeemable preference shares are classified as a financial liability in accordance with FRS 102 section 22. The company has the right to redeem any number of the preference shares, subject to all finance charges on the preference shares having been satisfied, by giving three months notice. The shareholders may give notice to redeem any number of their preference shares any time following the third anniversary of receipt of funds and by giving three months notice.
Holders of £900,000 of the preference shares are parties to a shareholders agreement dated 8 September 2003, under which they have agreed the finance charge shall be 9% per annum from 8 September 2003. Holders of the redeemable preference shares gave notice of redemption with effect from 27 March 2005. On 22 November 2018 the shareholders agreed to reduce the finance charge from 9% to 5%. Notwithstanding the rights of both the company and of the shareholders to give notice of redemption the company is only permitted to make such redemptions in accordance with Section 687 (2) of the Companies Act 2006, out of distributable profits or a fresh issue of shares made specifically for the purpose of such redemption. At present the company is not in a position to satisfy either of the provisions, and as a consequence thereof the holders of the preference shares are entitled to vote on all resolutions with effect from 27 June 2005 at Company Shareholder meetings with one vote for each share held.
Included in loans payable due in less than one year is £900,000 (2022: £900,000) which is secured by way of a fixed charge over the assets of the company.
Included in loans payable due in less than one year is £479,808 (2022: £479,808) which is secured by way of a fixed charge over the assets of the company.

 
Page 8