Rainmaking Innovation Ltd

 

Annual Report and Financial Statements

Year ended

31 December 2023

 

Company Number 08433320

Rainmaking InnovationLtd

Company information

 

Directors

C Kølbek

 

JP Schlipf

 

MA Kristensen

 

M Stigzelius

 

AMG Farcet

 

 

 

 

Registred number

08433320

 

 

 

 

Registred office

4th. Floor Silverstream House

 

45 Fitzroy Street

 

London

 

W1T 6EB

 

 

 

 

Indepedent Auditor

N/A

 

Rainmaking InnovationLtd

 

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

Rainmaking Innovation Limited is an innovation consulting company focused on advising large corporations in the United Kingdom and, through branches, in several other geographies around the world.

 

Results and performance

The results for the year show a profit on ordinary activities before tax of £9.4M (2022: profit of £960K).

The shareholders’ funds totals £3.022m (2022: £460k).

 

Business environment

The business consulting industry is highly competitive in all of our markets, and due to low entry barriers new competitors emerge regularly allowing certain projects to be won by competitors at very low price points. We make sure to stay away from such projects and instead focus on those clients who understand that price and value often is correlated in our line of business.

 

Principal risks and uncertainties

The main business risk for Rainmaking Innovation Ltd. is a general downturn in the economy, given the cyclical nature of the Company's offerings.

 

Currently, the management team is not of the belief that a deep financial crisis is imminent, and thus does not foresee these external factors impacting the immediate future in a negative way.

 

The Company is not relying on single customers for significant portions of the turnover or profits.

 

Future developments

In 2023 an exit of the business in APAC contributed to an unusually large profit. In the coming years we foresee significantly lower results.

 

This report was approved by the board on September 18th 2024 and signed on its behalf

 

 

 

 

C Kølbek

Director

Rainmaking InnovationLtd

 

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 is that of providing consulting services and project management for innovation in corporates and public institutions. Future activites will be in the same field.

 

Business review

The profit for the year, after taxation, was £ 9.4m

Dividends in the amount of 9.5m were paid out during the year

 

Directors

The directors who served during the year were:

C Kølbek

JP Schlipf

MA Kristensen

M Stigzelius

AMG Farcet

 

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 18 Sept 2024 and signed on its behalf.

 

 

 

 

C Kølbek

Director

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.

Rainmaking Innovation Ltd

 

Statement of Comprehensive Income

For the Year Ended 31 December 2023

 

 

 

2023

2022

 

Note

£000

£000

Turnover

 

3,476

5,108

 

 

 

 

Cost of sales

 

-

-

 

 

 

 

Gross Profit

 

3,476

5,108

 

 

 

 

Administrative expenses

 

(3,585)

(4,472)

Other income

 

408

190

 

 

 

 

Operating (loss)/profit

 

298

825

 

 

 

 

Dividends received from undertakings

 

25

160

Interest receivable

 

10

 

Interest payable and similar expenses

 

(7)

(25)

Sale of shares in subsidiaries

 

12,997

 

Exceptional items

 

(3,747)

 

Exchange rate differences

 

(138)

 

 

 

 

 

(Loss)/profit before tax

 

9,437

960

 

 

 

 

Taxon (loss)/profit

 

0

0

 

 

 

 

(Loss)/profit for the financial year

 

9,437

960

 

There was no other comprehensive income for 2023.

Rainmaking Innovation Ltd

Registered number: 08433320

 

Balance Sheet

As at 31 December 2023

 

 

 

2023

2022

 

Note

£000

£000

 

 

 

 

Financial assets

 

 

 

Financial assets investments

 

636

694

 

 

 

 

Current assets

 

 

 

Debtors; amounts failing due within on year

 

3,107

1,394

Cash and cash equivalents

 

615

130

 

 

3,722

1,524

 

 

 

 

Current liabilities

 

 

 

Creditors; amounts failing due within one year

 

(1,336)

(1,758)

 

 

(1,336)

(1,758)

 

 

 

 

Net current assets

 

2,386

(234)

 

 

 

 

Total assets less current liabilities

 

3,022

460

 

 

 

 

Creditors: amounts falling due after more than one year

 

 

 

 

 

 

 

Net assets

 

3,022

460

 

 

 

 

Capital and reserves

 

 

 

Called up share capital

 

0

0

Profit and loss account

 

(3,022)

(460)

 

 

 

 

Shareholders funds

 

(3,022)

(460)

 

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 18th 2024

 

 

 

 

Carsten Kølbek

Director

Rainmaking Innovation Ltd

 

Statement of Changes in Equity

For the Year Ended 31 December 2023

 

 

Called up

Profit and

Shareholders

 

share capital

loss account

funds

 

£000

£000

£000

At 1 January 2023

0

1,076

461

Comprehensive profit for the year

 

 

 

Profit for the year

0

9,437

9,437

Buy-back own shares

 

 

(75)

Dividends paid to shareholders

 

 

(6,800)

 

 

 

 

Total comprehensive income for the year

 

9,437

2,636

 

 

 

 

At 31 December 2023

0

10,513

3,022

 

Statement of Changes in Equity

For the Year Ended 31 December 2022

 

 

Called up

Profit and

Shareholders'

 

share capital

loss account

funds

 

£000

£000

£000

At 1 January 2022

0

116

116

 

 

 

 

Comprehensive income for the year

 

 

 

Profit for the financial year

0

960

960

Dividends paid to shareholders

 

 

(615)

 

 

 

 

Total comprehensive income for the year

0

960

960

 

 

 

 

At 31 December 2022

0

1,076

461

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

1.     General information

Rainmaking Innovation 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 euros. 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     Financial reporting standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland”:

 

the requirements of Section 7 Statement of Cash Flows;

true

the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

the requirements of Section 11 Financial Instruments paragraphs 11.42,11.44 to 11.45,11.47,11.48(a)(iii), 11.48(a) (iv), 11.48(b) and 11.48(c);

the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27,12.29(a), 12.29(b) and 12.29A; and

the requirements of Section 33 Related Party Disclosures paragraph 33.7.

true

 

2.3     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 profit of £9,437.000(2022: profit of £960,000) during the year and had a net assets of £3,022,000 as at 31 December 2023 (2022: net assets of £460,000)

 

The company holds £1,252,000 of creditor balances that are owed to four entities related to the company.

true

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

2.3     Going concern (continued)

The Company effectively holds the cash balances of these entities and pays their liablities as they fall due.

 

The directors have therefore obtained a letter of support from these entities outlining the debt will not be called for a period of no less than 12 months from the date of signing these financial statements.

 

The directors have prepared the Company forecasts based on a worst-case scenario, including only signed contracts for the coming period. These forecasts show significant cash facilites available and on this basis, the directors have concluded that it is appropriate to prepare the Company's financial statements on the going concern basis.

 

2.4     Exemtption from preparing consolidated financial statements

The Company is a parent company but is a small company as its turnover, average number of employees and balance sheet total are all below the threshold in the Companies Act 2006. Therefore the Company is exempt from preparing consolidated finanical statements.

 

2.5     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 discoutns, rebates, value added tax and other sales taxes.

 

2.6     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.

 

2.7     Associates and Joint Ventures

Associates and Joint Ventures are held at cost less impairments

 

2.8     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.

 

2.9     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.

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

2.10     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 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.

 

2.11     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.

 

2.12     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.

 

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at periodend 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'.

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

2.13     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.

 

2.14     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.

 

2.16     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.

 

2.17     Interest income

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

 

2.18     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 an 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

 

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.

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

2.19     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 preparing 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.     Turnover

The whole of the turnover is attributable to the principal activity of the Company and, in the opinion of the directors, there is only one class of business.

 

The turnover of the Company is derived from the following geographical markets:

 

 

2023

2022

 

£000

£000

United Kingdom

2,894

3,572

Rest of Europe

161

83

Rest of the world

421

1,453

 

3,476

5,108

 

5.     Exceptional items

 

 

2023

2022

 

£000

£000

Taxes withheld abroad

(32)

(25)

Costs related to sale of APAC business

(3,715)

0

 

(3,747)

(25)

 

6.     Other income

 

2023

2022

 

£000

£000

Income from settlements

294

190

Recharges

114

0

 

408

190

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

7.     Operating loss

 

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

2023

2022

 

£000

£000

Exchange rate differences

138

20

 

138

20

 

8.     Auditor's remuneration

 

 

2023

2022

 

£000

£000

Fees payable to the Company's auditor for the audit of the Company's annual financial statements

0

0

 

 

 

Fees payable to the Company's auditor in respect of:

 

 

Accounts preparation

0

0

Taxation services

0

0

 

 

 

 

0

0

 

9.     Staff numbers and costs

 

 

2023

2022

 

£000

£000

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

 

 

Wages and salaries

1,575

1,754

Social security costs

182

222

Cost of defined contribution scheme

19

17

 

1,776

1,993

 

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

 

 

2023

2022

 

£000

£000

Directors

1

2

Administrative

23

21

 

24

23

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

10.     Directors' remuneration

 

 

2023

2022

 

£000

£000

Director's emoluments

80

176

 

11.     Interest receivable

 

 

2023

2022

 

£000

£000

Other interest receivable

10

0

 

12.     Interest payable and similar expenses

 

 

2023

2022

 

£000

£000

Bank interest and similar expenses

2

2

 

13.     Fixed asset investments

 

 

Investments

Investments

 

 

in subsidiary

in associates

 

 

companies

 

Total

 

£000

£000

£000

Cost

 

 

 

At 1 January 2023

85

609

694

Removals

 

(287)

(287)

Additions

163

66

229

 

 

 

 

At 31 December 2023

248

388

636

 

 

 

 

Net book value

 

 

 

 

 

 

 

At 31 December 2023

248

388

636

At 31 December 2022

85

609

694

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

Subsidiary undertakings

The following were direct subsidiary undertakings of the Company:

 

Name

Class of shares

Holding

Principal activity

Rainmaking Innovation Aps

Ordinary

50

%

Consultancy and project management for corporates

Rainmaking Innovation UG

Ordinary

100

%

Running startupbootcamp accelerators

Rainmaking Innovation Corp

Ordinary

100

%

Consultancy and project management for corporates

SBC Digital Health 2016-2018 Ltd.

Ordinary

50

%

Running startupbootcamp accelerators

Rainmaking Innovation India Pte Ltd

Ordinary

100

%

Running startupbootcamp accelerators

Rainmaking Innovation FZE

Ordinary

100

%

Running startupbootcamp accelerators

SBC Sportstech QFC

Ordinary

100

%

Running startupbootcamp accelerators

Fintech Innovation Program Ltd.

Ordinary

59

%

Holding Company for investments in startups from accelerators

 

Participating interests Associates

 

Name

Registered office

Class of Shares

Holding

Principal activity

Finnovista Frontier Ltd.

45 Fitzroy Str. London W1T 6EB

Ordinary

50

%

Running startupbootcamp accelerators

Finnovista Frontier Spain SL*

Paseo De Los Parques, 31 - Piso 13 DAIcobendas 28109 ES Calle Tonala

Ordinary

50

%

Running startupbootcamp accelerators

Finnovista Frontier Mexico *

No 10 Cuauhtemoc Mexico City 06700 Mexico

Ordinary

50

%

Running startupbootcamp accelerators

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

SBC G Ltd

45 Fitzroy Str. London W1T 6EB

Ordinary

50

%

Management for accelerators

RVS Global Ltd.

45 Fitzroy Str. London W1T 6EB

Ordinary

26

%

Holding Company for RVS

SBC Berlin 2012-2014 Ltd *

45 Fitzroy Str. London W1T 6EB

Ordinary

13

%

Holding Company for investments in startups from accelerators

Fintech Innovation ProgramSingapore Ltd.

45 Fitzroy Str. London W1T 6EB

Ordinary

11

%

Holding Company for investments in startups from accelerators

SBC INS Ltd.

45 Fitzroy Str. London W1T 6EB

Ordinary

7

%

Holding Company for investments in startups from accelerators

 

* Indirectly held

 

14.     Debtors

 

 

2023

2022

 

£000

£000

Trade debtors

473

769

Amounts owed by group undertakings

2,518

470

Corporation tax

34

34

Prepayments and accrued income

216

240

 

3,240

1,513

 

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

 

15.     Cash and cash equivalents

 

 

2023

2022

 

£000

£000

Cash at bank and in hand

615

130

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

16.     Creditors: amounts falling due within one year

 

 

2023

2022

 

£000

£000

Other loans

1,257

1,230

Trade Creditors

42

8

Amounts owed to group undertakings

0

100

Corporation tax

0

0

Other creditors

144

62

Accruals and deferred income

130

354

 

1,574

1,754

 

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

 

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

 

 

2023

2022

 

£000

£000

Amounts owed to group undertakings

0

100

 

18.     Loans

Analysis of the maturity of loans is given below:

2023

2022

 

£000

£000

Amounts falling due within one year

 

 

Other loans

1,257

1,230

 

 

 

Amounts falling due 1-2 years

 

 

Amounts owed to group undertakings

0

100

 

 

 

Amounts falling due 2-5 years

 

 

Amounts owed to group undertakings

0

0

 

1,257

1,330

 

Rainmaking Innovation Ltd

 

Notes to the Financial Statements

For the Year Ended 31 December 2023

 

19.     Share Capital

 

 

2023

2022

 

£000

£000

 

 

 

Allotted, called up and fully paid

 

 

 

 

 

8,500 Ordinary shares of £0.01 each

-

-

1,545 A Ordinary shares of £0.001 each

-

-

322 B Ordinary shares of £0.01 each

-

-

 

-

-

 

The ordinary shares have full voting rights and do not confer any rights of redemption. They have full dividend and capital distribution rights once holders of preference shares have received an aggregate amount of €969,000.

 

A ordinary shares have full voting rights and do not confer any rights of redemption. They have full dividend and capital distribution rights once holders of preference and ordinary shares have received an aggregate amount of £3,650,000.

 

20.     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.

 

21.     Related party transactions

 

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

 

22.     Controlling party

 

The Company's immediate parent undertaking is Rainmaking UK Ventures Limited, a company incorporated in England and Wales.

 

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