RVS Global Ltd.

 

Annual Report and Financial Statements

Year ended

31 December 2023

 

Company Number 12940766

 

RVS Global Ltd.

Company information

 

Directors

JP Schlipf

 

JL Hochman

 

K Vardrup

 

A Tan - resigned June 23rd. 2023

 

M Stigzelius

 

 

Registred number

12940766

 

 

Registred office

4th. Floor Silverstream House

 

45 Fitzroy Street

 

London

 

W1T 6EB

 

 

Indepedent Auditor

N/A

 

RVS Global Ltd.

 

Strategic Report

For the Year Ended 31 December 2023

 

Introduction

The directors present their Strategic Report and the financial statements for the year ended 31 December 2023.

 

Business review

RVS Global Ltd. is an investment company, that co-creates new businesses in partnership with large corporations in a greenfield mode. RVS Global Ltd. combines the scale strengths of large corporations with our deep experience building startups to create an investment portfolio of high-growht ventures.

 

Results and performance

The results for the year show a loss on ordinary activities before tax of £221K (2022: loss of E214K). The shareholders’ funds totals £242K (2022: £464k).

 

Business environment

Corporate venture building (CVB) is a strategic approach to innovation that is becoming increasingly popular as large corporations seek to stay ahead of the curve in a rapidly changing markets. The current business environment for CVB is highly favourable, with corporations investing more heavily in innovation than ever before and CVB being seen as a key driver of growth. However, there is intense competion from top tier consultancy firms with trusted global brands and better board access.

 

Principal risks and uncertainties

As a minimally capitalised investment firm, the company's principal risk is our ability to raise further capital to fund both operations and venture investments. The global economy is facing a number of challenges, including inflation, rising interest rates and the war in Ukraine. This uncertainty will make raising new capital from existing and new investors more difficult.

 

Future developments

We will reduce our overhead costs compared to 2022 and 2021, extending our runway to ensure we have sufficient time to secure new capital from investors in the current environment. In the meantime, our team will focus on supporting our existing portfolio ventures and corporate partners to launch a limited number of new ventures. Having built a robust platform, the company is positioned for even stronger future growth once capital is secured.

 

This report was approved by the board on September 11th. 2024, and signed on its behalf

 

 

 

J Schlipf

Director

RVS Global Ltd.

 

Directors Report

For the Year Ended 31 December 2023

 

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

 

Principal activity

The Company's principal activities are collaborating with large corporate partners to build new businesses from scratch.

 

Business review

The loss for the year, after taxation, was £ 221K

 

Directors

The directors who served during the year were:

JP Schlipf

 

JL Hochman

 

K Vardrup

 

A Tan

Resigned June 23rd. 2023

M Stigzelius

 

 

Going concern

The financial statements have been prepared on a going concern basis which assumes that the Company will continue in operational existence for twelve months from the date of approval of the financial statements.

 

Post balance sheet events

No post balance sheet events recognised

 

Disclosure of information from the directors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

 

so far as the director is aware, there is no relevant information of which the Company is unaware; and

 

 

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant information and to establish that the Company is aware of that information.

 

This report was approved by the board on 11 September 2024 and signed on its behalf.

 

 

 

 

J Schlipf

Director

RVS Global Ltd.

 

Directors' Responsibilities Statement For the Year Ended 31 December 2023

 

The directors are responsible for preparing the Strategic Report, the Directors' 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 Company and of the profit or loss of the Company for that period.

 

In preparing these financial statements, the directors are required to:

select suitable accounting policies and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent; 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 Company's transactions and disclose with reasonable accuracy at any time the financial position of 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 Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

RVS Global Ltd.

 

Statement of Comprehensive Income

For the Year Ended 31 December 2023

 

 

 

2023

2022

 

Note

£000

£000

Turnover

 

0

0

 

 

 

 

Cost of sales

 

-

-

 

 

 

 

Gross Profit

 

0

0

 

 

 

 

Administrative expenses

 

(231)

(214)

Exceptional items

 

0

0

Other income

 

 

 

 

 

 

 

Operating (loss)/profit

 

(231)

(214)

 

 

 

 

Dividends received from undertakings

 

0

0

Interest payable and similar expenses

 

11

0

 

 

 

 

(Loss)/profit before tax

 

(221)

(214)

 

 

 

 

Taxon (loss)/profit

 

0

0

 

 

 

 

(Loss)/profit for the financial year

 

(221)

(214)

 

There was no other comprehensive income for 2023.

RVS Global Ltd.

Registered number: 12940766

 

Balance Sheet

As at 31 December 2023

 

 

 

2023

2022

 

Note

£000

£000

 

 

 

 

Financial assets

 

 

 

Finanical assets investments

 

2,548

2,548

 

 

 

 

Current assets

 

 

 

Debtors; amounts failing due within one year

 

3,685

1,937

Cash and cash equivalents

 

22

1,994

 

 

3,707

3,931

 

 

 

 

Current liabilities

 

 

 

Creditors; amounts failing due within one year

 

(11)

(19)

 

 

(11)

(19)

 

 

 

 

Net current assets

 

3,696

3,912

 

 

 

 

Total assets less current liabilities

 

6,243

6,459

 

 

 

 

Creditors: amounts falling due after more than one year

 

(6,000)

(5,995)

 

 

 

 

Net assets

 

243

464

 

 

 

 

Capital and reserves

 

 

 

Called up share capital

 

(2)

(2)

Premium capital

 

(1,172)

(1,172)

Profit and loss account

 

931

496

 

 

 

 

Shareholders funds

 

(243)

(678)

 

The financial statements has 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 were approved and authorised for issue by the board and were signed on its behalf on September 11 2024

 

 

 

 

J Schlipf

Director

RVS Global Ltd.

 

Statement of Changes in Equity

For the Year Ended 31 December 2023

 

 

Called up share capital

Profit and loss account

Shareholders' funds

 

£000

£000

£000

At 1 January 2023

(1,174)

710

(464)

Comprehensive profit for the year

 

 

 

Loss for the year

0

221

221

 

 

 

 

Total comprehensive income for the year

 

221

221

 

 

 

 

At 31 December 2023

(1,174)

931

(243)

 

Statement of Changes in Equity

For the Year Ended 31 December 2022

 

 

Called up share capital

Profit and loss account

Shareholders' funds

 

£000

£000

£000

At 1 January 2022

(1,174)

496

(678)

 

 

 

 

Comprehensive income for the year

 

 

 

Loss for the financial year

0

214

214

 

 

 

 

Total comprehensive income for the year

0

214

214

 

 

 

 

At 31 December 2022

(1,174)

710

(464)

 

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

1.     General information

RVS Global Limited is a private company limited by shares and incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the Company Information page and the nature of the Company's operations and principal activities are given in the Directors' Report.

 

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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

 

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The presentation currency of these financial statements is pounds sterling. All amounts in the financial statements have been rounded to the nearest £1,000.

 

The following principal accounting policies have been applied consistently to all periods presented in these financial statements unless otherwise stated.

 

2.2     Going concern

In considering the appropriate basis on which to prepare the financial statements, the directors are required to consider whether the Company can continue in operational existence for the foreseeable future.

 

The Company generated a loss of £ 221,000 (2022: loss of £214,000) during the year and had a net assets balance of £242,000 as at 31 December 2023 (2022: net assets of £464,000) The directors have prepared the Company forecasts based on securing new capital in 2024.

These forecasts show significant cash facilites available for the next 12 months and on this basis, the directors have concluded that it is appropriate to prepare the Company's financial statements on the going concern basis.

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2.3     Exemtption from preparing consolidated financial statements

The company is exempt from preparing consolidated financial statement, under the small companies regime in CA 2006.

 

2.4     Turnover

Turnover is recognised to the extent that is is probable that the economic benefits will flow tho the Company and the revenue 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.

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

2.5     Valutation of investments

Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each Balance Sheet date. Gains and losses an remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historie cost less impairment.

 

2.6     Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net af transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 

2.7     Cash and cash equivalents

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

Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts af cash with insignificant risk of change in value.

 

2.8     Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence af impairment. If objective evidence af impairment is found, an impairment loss is recognised in the Statement af Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value af estimated cash flows discounted at the asset's original effective interest rate.

 

If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the Balance Sheet date.

 

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle an a net basis or to realise the asset and settle the liability simultaneously.

 

2.9     Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 

2.10     Foreign currency translation Functional and presentation currency

The Company's functional and presentational currency is GBP

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

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.

 

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 Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges.

 

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within finance income or costs. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.

 

2.11     Finance costs

Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated, capital instrument.

 

2.12     Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

 

2.13     Operating leases: The Company as a lessee

Rentals paid under operating leases are charged to the Statement of Comprehensive Income on a straight line basis over the lease term.

 

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 

2.14     Interest income

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method

 

2.15     Taxation

Tax is recognised in the Statement af Comprehensive Income except that a charge attributable to an item af income and expense recognised as other comprehensive income ar to an item recognised directly in equity is also recognised in other comprehensive income ar directly in equity respectively.

The current income tax charge is calculated on the basis af 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.

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

Deferred tax balances are recognised in respect af all timing differences that have originated but not reversed by the Balance Sheet date, except that:

the recognition af deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal af deferred tax liabilities ar 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 balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values af liabilities acquired and the amount that will be assessed for tax.

Deferred tax is determined using tax rates and laws that have been enacted ar substantively enacted by the Balance Sheet date.

 

2.16 Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 

3. Judgements in applying accounting policies and key sources of estimation uncertainty

 

In preparind these financial statements, the directors have had to make the following Judgements:

 

- Determine whether there are indicators of impairment of the Company's investments. Investments are held in unlisted company shares and their market value cannot be reliably determined. The investments are therefore held at cost less impairment. The required impairment is therefore calculated by applying a failure rate as in similar industries, adjusted for the nature, facts and circumstances of the investments being considered.

 

4.     Operating loss

 

The operating loss is stated after (crediting)/charging:

2023

2022

 

£000

£000

Exchange rate differences

0

0

 

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

5.     Staff numbers and costs

 

 

2023

2022

 

£000

£000

Staff costs, including directors' remuneration, were as follows:

 

 

Wages and salaries

96

130

Social security costs

12

18

Cost of defined contribution scheme

1

1

 

109

149

 

 

 

The average monthly number of employees, including the directors, during the year was as follows:

2023

2022

Directors

0.5

1

Administrative

0

0

 

0.5

1

 

6.     Directors' remuneration

 

 

2023

2022

 

£000

£000

Director's emoluments

96

130

 

7.     Interest receivable

 

 

2023

2022

 

£000

£000

Bank interest receivable

11

0

 

8.     Interest payable and similar expenses

 

 

2023

2022

 

£000

£000

Bank interest and similar expenses

0

0

 

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

9.     Taxation

 

 

2023

2022

 

£000

£000

Corporation tax

 

 

Current tax on (lossesj/profits for the year

42

(41)

 

 

 

Total current tax

42

(41)

 

 

 

Factors affecting tax charge for the year

 

 

 

2023

2022

 

£000

£000

(Loss)/profit on ordinary activities before tax

(221)

(214)

 

 

 

(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021: 19%)

(42)

(41)

 

 

 

Expenses not deductible

0

0

Non-taxable income

0

0

Deferred tax not recognised

0

0

 

 

 

 

(42)

(41)

 

Factors that may affect future tax charges

A change in the main UK corporation tax rate, announced in the budgeton 3 March2021, was substantively enacted on 24 May 2021 and received royal assent on 10 June 2021. From 1 April 2023 the main corporation tax rate will increase from 19% to 25% on profits over £250,000. The rate for small profits under £50,000 will remain at 19%. Where the Company's profits fall between £50,000 and £250,000, the lower and upper limits, it will be able to claim an amount of marginal relief providing a gradual increase in the corporation tax rate. This will impact the Company's future tax charge accordingly.

 

At the year end, the Company has assessed tax losses available for use against future taxable profits totalling £710,000 (2021: £495,000). At the year end there is a deferred tax asset of £134,000 (2021: 93,000) which has not been recognised on the basis that there is insufficient certainty over future profit generation against which these losses can be offset.

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

10.     Financial asset investments    

 

 

Investments

Investments

 

 

in subsidiary

in startups

 

 

companies

 

Total

 

£000

£000

£000

Cost

 

 

 

At 1 January 2023

1,244

1,304

2,548

Write-off

 

(300)

(300)

Additions

0

300

300

 

 

 

 

At 31 December 2023

1,244

1,304

2,548

 

 

 

 

Net book value

 

 

 

 

 

 

 

At 31 December 2023

1,244

1,304

2,548

At 31 December 2022

1,244

1,304

2,548

 

Subsidiary undertakings

The following were direct subsidiary undertakings of the Company:

 

Name

Class of shares

Holding

Principal activity

Rainmaking Venture Studio Ltd.

Ordinary

100

%

Consultancy and project management for startups

RVS DACH GmbH

Ordinary

100

%

Consultancy and project management for startups

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

11.     Debtors

 

 

2023

2022

 

£000

£000

Trade debtors

0

0

Amounts owed by group undertakings

3,478

1,935

Corporation tax

41

41

Other loans

207

0

Prepayments and accrued income

0

0

 

3,726

1,976

 

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

 

12.     Cash and cash equivalents

 

 

2023

2022

 

£000

£000

Cash at bank and in hand

22

1.994

 

13.     Creditors: amounts falling due within one year

 

 

2023

2022

 

£000

£000

Other loans

0

0

Trade Creditors

11

6

Amounts owed to group undertakings

0

0

Corporation tax

0

0

Other creditors

0

13

Accruals and deferred income

0

0

 

12

19

 

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

 

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

 

 

2023

2022

 

£000

£000

Amounts owed to group undertakings

6,000

5,995

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

15.     Loans

 

Analysis of the maturity of loans is given below:

2023

2022

 

£000

£000

Amounts falling due within one year

 

 

Other loans

12

19

 

 

 

Amounts falling due 1-2 years

 

 

Amounts owed to group undertakings

6,000

5,995

 

 

 

Amounts falling due 2-5 years

 

 

Amounts owed to group undertakings

0

0

 

6,012

6,014

 

16.     Share Capital

 

 

2023

2022

 

£000

£000

 

2

2

Allotted, called up and fully paid

 

 

78,147 Deferred shares of £0.001 each

-

-

1,466,248 Ordinary shares of £0.001 each

-

-

116,828 Preference share of £0.001

-

-

 

The deferred shares have no voting rights, no redemption rights and have no dividend rights. They have only nominal capital distribution rights upon winding up.

 

The ordinary shares have full voting rights and do not confer any rights of redemption. They have dividend and capital distribution rights pursuiant to Article 5.1 of the AoA.

 

The preference shares have full voting rights and do not confer any rights of redemption. They have dividend and capital distribution rights pursuiant to Article 5.1 of the AoA.

 

RVS Global Ltd.

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

17.     Reserves

The Company has the following reserves:

Profit and loss account

The profit and loss account represents cumulative profits and losses net of dividends paid and other adjustments.

 

18.     Related party transactions

The Company has taken advantage of the exemption available in Section 33.1 A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertakings of the group.

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19.     Controlling party

In the opinion of the directors, the company has no controlling party