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Company No: 12034385 (England and Wales)

CHARTR LIMITED

Annual Report and Financial Statements
For the financial period from 01 July 2022 to 31 December 2023

CHARTR LIMITED

Annual Report and Financial Statements

For the financial period from 01 July 2022 to 31 December 2023

Contents

CHARTR LIMITED

COMPANY INFORMATION

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

COMPANY INFORMATION (continued)

For the financial period from 01 July 2022 to 31 December 2023
DIRECTORS David Crowther
Joshua Topolsky (Appointed 19 December 2023)
REGISTERED OFFICE 280 Bishopsgate
London
EC2M 4RB
England
United Kingdom
COMPANY NUMBER 12034385 (England and Wales)
AUDITOR Ellacotts Audit Services Limited
Chartered Accountants
Countrywide House
23 West Bar
Banbury
Oxfordshire
OX16 9SA
United Kingdom
CHARTR LIMITED

STRATEGIC REPORT

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

STRATEGIC REPORT (continued)

For the financial period from 01 July 2022 to 31 December 2023

The directors present their Strategic Report for the financial period ended 31 December 2023.

INTRODUCTION

Chartr Limited (the “Company”) is incorporated in England and Wales. On December 19, 2023, Robinhood Markets, Inc. (the "Parent" or "RHM") acquired the Company and became the controlling party. Chartr is a UK-based media company specializing in developing, marketing, and distributing visual newsletter featuring data-driven charts.

REVIEW OF THE BUSINESS

The Company's success will depend on the future plan and strategy for operations in the UK. The Company is still evaluating the future plan and actively planning for future operations in the UK.

PRINCIPAL RISKS AND UNCERTAINTIES

The risk landscape for the Company is dependent on the determination of the Company’s future operating model which is currently being evaluated.

KEY PERFORMANCE INDICATORS

The key performance indicators used by the Company are turnover and operating profit. Refer to the Statement of Comprehensive income for these measures for the financial period.


DIRECTORS' STATEMENT OF COMPLIANCE WITH DUTY TO PROMOTE THE SUCCESS OF THE COMPANY

The board of directors always consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the stakeholders and matters set out in s172(1) (a) - (f) of the Companies Act 2006, in the decisions taken during the year ended 31 December 2023.

Our plan is designed to have a long term beneficial impact and to contribute to the Company's success in delivering a high quality of service across our business.

Our employees are fundamental to the delivery of our plan. We aim to be a responsible employer in our approach to the pay and benefits our employees receive. The health, safety and well-being of our employees is one of our primary considerations in the way we conduct our business. Engagement with suppliers and customers is also key to our success. We communicate with our business partners regularly throughout the year and take the appropriate action, when necessary, to prevent involvement in modern slavery, corruption, bribery and breaches of competition law.

Our plan considers the impact of the Company’s operations on the community and environment and our wider social responsibilities, and in particular how we comply with environmental legislation and pursue waste-saving opportunities and react promptly to local concerns. As the board of directors, our intention is to behave in a responsible manner, operating within the high standards of business conduct and good governance expected for a business such as ours and in doing so, will contribute to the delivery of our plan.

Approved by the Board of Directors and signed on its behalf by:

David Crowther
Director
280 Bishopsgate
London
EC2M 4RB
England
United Kingdom

25 September 2024

CHARTR LIMITED

DIRECTORS' REPORT

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

DIRECTORS' REPORT (continued)

For the financial period from 01 July 2022 to 31 December 2023

The directors present their annual report on the affairs of the Company, together with the financial statements and auditors’ report, for the financial period ended 31 December 2023.

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial period was publication of electronic newsletters.

GOING CONCERN

The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis in preparing the annual financial statements. Further details regarding the adoption of the going concern basis can be found in note 1 to the financial statements.

RESULTS AND DIVIDENDS

Turnover for the current financial period amounted to £1,634,837 (2022: £315,931). The Company earned a profit after taxation totalling £183,883 (2022: £27,283).

The directors paid a dividend of £101,068 in the current financial period (2022: £6,688).

DIRECTORS

The directors, who served during the financial period and to the date of this report except as noted, were as follows:

David Crowther
Joshua Topolsky (Appointed 19 December 2023)

DIRECTORS' RESPONSIBILITIES

The directors are responsible 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 period. 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), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 financial 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;
* 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 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. The directors 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.

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.


Ellacotts Audit Services Limited have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.



Approved by the Board of Directors and signed on its behalf by:

David Crowther
Director
280 Bishopsgate
London
EC2M 4RB
England
United Kingdom

25 September 2024

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHARTR LIMITED

For the financial period from 01 July 2022 to 31 December 2023

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHARTR LIMITED (continued)

For the financial period from 01 July 2022 to 31 December 2023

Opinion

We have audited the financial statements of Chartr Limited for the financial period ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity, the accounting policies, and the related notes 1 to 16, including 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 of Chartr Limited (the ‘Company’):
* Give a true and fair view of the state of the Company's affairs as at 31 December 2023 and of its profit for the financial period then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; 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)). Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the Company 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 directors' 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 Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are 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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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.

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 this gives rise to a material misstatement in the financial statements themselves. 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.

Opinions on other matters 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 the Director' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
* The Strategic Report and Director' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the 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 Director' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
* adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
* the 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;
* the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.

Responsibilities of directors

As explained more fully in the Directors’ Responsibilities Statement, 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’s 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.

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

As part of an audit in accordance with ISAs (UK),we exercise professional judgment and maintain professional scepticism throughout the audit. We also performed the following procedures:

* Enquiry of management and those charged with governance around actual and potential litigation and claims.
* Enquiry of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations.
* Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
* Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant
transactions outside the normal course of business.

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

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.

Leigh Dudley FCCA
For and on behalf of
Ellacotts Audit Services Limited
Chartered Accountants

Statutory Auditor

Countrywide House
23 West Bar
Banbury
Oxfordshire
OX16 9SA
United Kingdom

25 September 2024

CHARTR LIMITED

STATEMENT OF COMPREHENSIVE INCOME

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

STATEMENT OF COMPREHENSIVE INCOME (continued)

For the financial period from 01 July 2022 to 31 December 2023
Note Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Turnover 2 1,634,837 315,931
Cost of sales ( 38,327) ( 17,215)
Gross profit 1,596,510 298,716
Administrative expenses ( 1,431,272) ( 271,433)
Other operating loss 3 ( 8,146) 0
Operating profit and profit before taxation 157,092 27,283
Tax on profit 6 26,791 0
Profit for the financial period/year 183,883 27,283
Other comprehensive income 0 0
Total comprehensive income 183,883 27,283
CHARTR LIMITED

BALANCE SHEET

As at 31 December 2023
CHARTR LIMITED

BALANCE SHEET (continued)

As at 31 December 2023
Note 31.12.2023 30.06.2022
£ £
Current assets
Debtors 9 134,446 3,715
Cash at bank and in hand 10 76,584 102,155
211,030 105,870
Creditors: amounts falling due within one year 11 ( 8,665) ( 240)
Net current assets 202,365 105,630
Total assets less current liabilities 202,365 105,630
Net assets 202,365 105,630
Capital and reserves 13
Called-up share capital 126 121
Share premium account 190,978 177,063
Profit and loss account 11,261 ( 71,554)
Total shareholders' funds 202,365 105,630

The financial statements of Chartr Limited (registered number: 12034385) were approved and authorised for issue by the Board of Directors on 25 September 2024. They were signed on its behalf by:

David Crowther
Director
CHARTR LIMITED

STATEMENT OF CHANGES IN EQUITY

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

STATEMENT OF CHANGES IN EQUITY (continued)

For the financial period from 01 July 2022 to 31 December 2023
Called-up share capital Share premium account Profit and loss account Total
£ £ £ £
At 01 July 2021 118 122,020 ( 92,149) 29,989
Profit for the financial year 0 0 27,283 27,283
Total comprehensive income 0 0 27,283 27,283
Issue of share capital 3 55,043 0 55,046
Dividends paid on equity shares 0 0 ( 6,688) ( 6,688)
At 30 June 2022 121 177,063 ( 71,554) 105,630
At 01 July 2022 121 177,063 ( 71,554) 105,630
Profit for the financial period 0 0 183,883 183,883
Total comprehensive income 0 0 183,883 183,883
Issue of share capital 5 13,915 0 13,920
Dividends paid on equity shares 0 0 ( 101,068) ( 101,068)
At 31 December 2023 126 190,978 11,261 202,365
CHARTR LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial period from 01 July 2022 to 31 December 2023
CHARTR LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial period from 01 July 2022 to 31 December 2023
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Chartr Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 280 Bishopsgate, London, EC2M 4RB, England, United Kingdom. Chartr is a UK-based media company specializing in developing, marketing, and distributing visual newsletter featuring data-driven charts

The principal activities are set out in the Strategic Report.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

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 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;
• The requirements of Section 26 Share-based Payment paragraphs 26.18(b), 26.19 to 26.21 and 26.23;
• The requirements of Section 33 Related Party Disclosures paragraph 33.9;
• The requirements of Section 7 Cash Flow Statement paragraph 3.17(d);
• The requirements of Section 28 Employee Benefits paragraph 33.7 in relation to key management personnel compensation.

This information is included in the consolidated financial statements of the Parent as at 31 December2023.

Going concern

The accounts have been prepared on a going concern basis. The going concern basis is supported by future turnover forecasts that support the Company on an ongoing basis.

Under all plausible scenarios, the Directors concluded that the Company retains sufficient liquidity and that the going concern basis remains appropriate for at least a period of twelve months from the date of approval of these financial statements.

Reporting period length

The Company's financial statements have been drawn up for a period of 18 months in order to align the period end with that of its parent. Accordingly the comparatives, which are for the financial year ended 30 June 2022, are not entirely comparable.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise except for:
* exchange differences on transactions entered into to hedge certain foreign currency risks (see above); and
* exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account discounts.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

Group equity incentive plan

The Parent's Amended and Restated 2013 Stock Plan, as amended (the "2013 Plan"), and the 2020 Equity Incentive Plan, as amended (the "2020 Plan”), provide for share based awards to eligible participants, including employees of the Company. The 2013 Plan was terminated in connection with the adoption of the 2020 Plan, and the 2020 Plan was terminated in connection with the adoption of the 2021 Omnibus Incentive Plan (the “2021 Plan”), which became effective on July 27, 2021 immediately prior to the IPO. Any awards outstanding under the 2013 Plan and 2020 Plan remain in effect in accordance with their terms. Any shares that were or otherwise would become available for grant under the 2013 Plan or 2020 Plan will be available for grant under the 2021 Plan, which provides for share based awards (including both stock options and restricted stock units (“RSUs”)) and cash based awards. Any grants under the 2013 Plan, 2020 Plan or 2021 Plan, (together, the "Plan") are subject to the discretion of the board of the Parent, and relate to shares in the Parent.

Share Options

Options granted by the Parent under the Plan may be granted with an exercise price per share not less than the fair market value at the date of grant. Options granted generally vest over a four-year term from the date of grant, at a rate of 25% after one year, then monthly on a straight-line basis thereafter. Generally, options granted are exercisable for up to ten years from the date of grant. We estimate the fair value of stock options granted to employees and directors using the Black-Scholes option-pricing model. The Black-Scholes option pricing model incorporates various assumptions including expected stock price volatility, expected term and risk-free interest rates. The Company recognizes a share-based payment charge on a straight-line basis over the requisite service period in respect of share options granted to its current or former employees.

Restricted Stock Units (RSUs)

RSUs granted by the Parent under the Plan vest upon the satisfaction of a time-based service condition. The fair value of RSUs is estimated based on the fair value of the Parent’s common stock on the date of grant. Generally, RSUs expire seven years from the date of grant. We record share-based compensation expense for these awards on an accelerated attribution method over the requisite service period.

Taxation

The tax expense for the year comprises current and deferred tax. 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 reporting 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 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 of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery etc. 3 - 5 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Comprehensive Income as described below.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

2. Turnover

Turnover for the current financial period amounted to £1,634,837 (2022: £315,931). Turnover is essentially all earned from North America for the periods presented.

3. Other operating loss

Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Loss on disposal of fixed assets ( 8,146) 0

4. Auditor's remuneration

An analysis of the auditor's remuneration is as follows:

Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Fees payable to the Company’s auditor and its associates for the audit of the Company's annual financial statements: 16,750 0
Total audit fees 16,750 0

5. Staff number and costs

31.12.2023 30.06.2022
Number Number
The average monthly number of employees (including directors) was:
Employees 6 1

Their aggregate remuneration comprised:

Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Wages and salaries 350,323 8,898
Social security costs 28,060 0
Other retirement benefit costs 6,166 0
384,549 8,898

The Company is exempted from disclosing the key management personnel compensation (Refer to Note 2).

6. Tax on profit

Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Current tax on profit
UK corporation tax 0 0
Total current tax 0 0
Deferred tax
Origination and reversal of timing differences ( 26,791) 0
Total deferred tax ( 26,791) 0
Total tax on profit ( 26,791) 0

The March 2021 Budget announced an increase to the main rate of corporation tax to 25% from April 2023 as well as introducing a small profits rate of 19%. These rates were substantively enacted via the Finance Bill 2021 on 24 May 2021. A marginal rate between 19% and 25% has been introduced for profits between £50,000 and £250,000.

At the Balance Sheet date, it was estimated that the Company’s future profits will be applicable entirely to the main rate of corporation tax and therefore deferred tax balances as at 31 December 2023 have been re-calculated to 25%.

Tax reconciliation

The tax assessed for the period is lower than (2022: lower than) the standard rate of corporation tax in the UK:

Period from
01.07.2022 to
31.12.2023
Year ended
30.06.2022
£ £
Profit before taxation 157,092 27,283
Tax on profit at standard UK corporation tax rate of 22.00% (2022: 19.00%) 34,560 5,184
Effects of:
Expenses not deductible for tax purposes 5,702 0
Utilisation of tax losses not previously recognised 0 ( 5,184)
Change in unrecognised deferred tax assets ( 14,080) 0
Share scheme deduction (50,153) 0
Other movements (2,820) 0
Total tax credit for period/year (26,791) 0

7. Share-based payments

Equity-settled share-based payment schemes

The Company has a share option scheme for all employees.

Share options are exercisable at a price equal to the estimated fair value of the Company’s shares on the date of grant. The vesting period is three years. If the share options remain unexercised after a period of five years from the date of grant the options expire. Share options are forfeited if the employee leaves the Company before they vest.

Details of the share options outstanding during the financial year are as follows:

31.12.2023 30.06.2022
Weighted Average Weighted Average
Number of share options Average exercise price (£) Number of share options Average exercise price (£)
Outstanding at beginning of period 0 0 0 0
Granted during the period 55,642 0.25 0 0
Exercised during the period ( 55,642) 0.25 0 0
Outstanding at the end of the period 0 0 0 0
Exercisable at the end of the period 0 0 0 0

During 2023 the Company's board accelerated the vesting of all options in issue, such that they fully vested in anticipation of the sale of the Company in December 2023. All outstanding options were exercised prior to the acquisition.

8. Tangible assets

Plant and machinery etc. Total
£ £
Cost
At 01 July 2022 0 0
Additions 10,819 10,819
Disposals ( 10,819) ( 10,819)
At 31 December 2023 0 0
Accumulated depreciation
At 01 July 2022 0 0
Charge for the financial period 2,673 2,673
Disposals ( 2,673) ( 2,673)
At 31 December 2023 0 0
Net book value
At 31 December 2023 0 0
At 30 June 2022 0 0

9. Debtors

31.12.2023 30.06.2022
£ £
Trade debtors 73,170 3,715
VAT recoverable 28,201 0
Accrued income 6,284 0
Deferred tax asset 26,791 0
134,446 3,715

10. Cash and cash equivalents

31.12.2023 30.06.2022
£ £
Cash at bank and in hand 76,584 102,155

11. Creditors: amounts falling due within one year

31.12.2023 30.06.2022
£ £
Directors loans (note 14) 0 240
Payroll taxes payable 8,617 0
Other creditors 48 0
8,665 240

12. Deferred tax

31.12.2023 30.06.2022
£ £
At the beginning of financial period/year 0 0
Credited to the Profit and Loss Account 26,791 0
At the end of financial period/year 26,791 0

The deferred taxation balance is made up as follows:

31.12.2023 30.06.2022
£ £
Tax losses carry forward 26,791 0

13. Called-up share capital and reserves

31.12.2023 30.06.2022
£ £
Allotted, called-up and fully-paid
1,207,000 Ordinary shares of £ 0.0001 each (30.06.2022: nil shares) 120.70 0
55,642 B Ordinary shares of £ 0.0001 each (30.06.2022: nil shares) 5.56 0
Nil Ordinary shares shares (30.06.2022: 1,207 shares of £ 0.10 each) 0 120.70
126.26 120.70
Presented as follows:
Called-up share capital presented as equity 126 121

In the financial period the Company subdivided its Ordinary share capital of £0.10 to Ordinary shares of £0.0001.

In the financial period class B Ordinary shares were allotted with an aggregate nominal value of £5.56 and consideration of £13,920 was received.

The Company's other reserves are as follows:

The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

14. Related party transactions

The Company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the Company is a wholly owned member.

15. Events after the Balance Sheet date

There have been no events after the balance sheet date affecting the Company since the financial period.

16. Controlling party

Parent Company:

Robinhood Markets, Inc.
85 Willow Road, Menlo Park, CA, 94025 United States