IRIS Accounts Production v24.3.0.553 07207576 Board of Directors 31.12.23 1.1.23 31.12.23 31.12.23 The principal activity of the company during the period was the provision of remote betting services and algorithmic trading on sporting events. 0 0 true true false true true false false true false Ordinary shares 0 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh072075762022-12-31072075762023-12-31072075762023-01-012023-12-31072075762021-12-31072075762022-01-012022-12-31072075762022-12-3107207576ns15:EnglandWales2023-01-012023-12-3107207576ns14:PoundSterling2023-01-012023-12-3107207576ns10:Director12023-01-012023-12-3107207576ns10:Consolidated2023-12-3107207576ns10:ConsolidatedGroupCompanyAccounts2023-01-012023-12-3107207576ns10:PrivateLimitedCompanyLtd2023-01-012023-12-3107207576ns10:Consolidatedns10:FRS1022023-01-012023-12-3107207576ns10:Consolidatedns10:Audited2023-01-012023-12-3107207576ns10:SmallCompaniesRegimeForAccounts2023-01-012023-12-3107207576ns10:Consolidatedns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2023-01-012023-12-3107207576ns10:LargeMedium-sizedCompaniesRegimeForAccountsns10:Consolidated2023-01-012023-12-3107207576ns10:FullAccounts2023-01-012023-12-3107207576ns10:OrdinaryShareClass12023-01-012023-12-3107207576ns10:Consolidated2023-01-012023-12-3107207576ns10:Director22023-01-012023-12-3107207576ns10:RegisteredOffice2023-01-012023-12-3107207576ns10:Consolidated2022-01-012022-12-3107207576ns5:CurrentFinancialInstruments2023-12-3107207576ns5:CurrentFinancialInstruments2022-12-3107207576ns5:ShareCapital2023-12-3107207576ns5:ShareCapital2022-12-3107207576ns5:SharePremium2023-12-3107207576ns5:SharePremium2022-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2023-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2022-12-3107207576ns5:RetainedEarningsAccumulatedLosses2023-12-3107207576ns5:RetainedEarningsAccumulatedLosses2022-12-3107207576ns5:ShareCapital2021-12-3107207576ns5:RetainedEarningsAccumulatedLosses2021-12-3107207576ns5:SharePremium2021-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2021-12-3107207576ns5:ShareCapital2022-01-012022-12-3107207576ns5:SharePremium2022-01-012022-12-3107207576ns5:RetainedEarningsAccumulatedLosses2022-01-012022-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2022-01-012022-12-3107207576ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2023-01-012023-12-3107207576ns5:CostValuation2022-12-3107207576ns5:CurrentFinancialInstrumentsns5:WithinOneYear2023-12-3107207576ns5:CurrentFinancialInstrumentsns5:WithinOneYear2022-12-3107207576ns10:OrdinaryShareClass12023-12-3107207576ns5:RetainedEarningsAccumulatedLosses2022-12-3107207576ns5:SharePremium2022-12-3107207576ns5:FurtherSpecificReserve1ComponentTotalEquity2022-12-31
REGISTERED NUMBER: 07207576 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

RISQ CAPITAL LTD

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Independent Auditors' Report 6

Consolidated Statement of Comprehensive Income 11

Consolidated Balance Sheet 12

Company Balance Sheet 13

Consolidated Statement of Changes in Equity 14

Company Statement of Changes in Equity 15

Consolidated Cash Flow Statement 16

Notes to the Consolidated Cash Flow Statement 17

Notes to the Consolidated Financial Statements 18


RISQ CAPITAL LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: Mr T Mitchell
Mr J Nagle



REGISTERED OFFICE: 80 Cannon Street
London
EC4N 6HL



SENIOR STATUTORY AUDITOR: Grant Thornton Limited



AUDITORS: Grant Thornton Limited
Chartered Accountants
St James Place
St James Street
St Peter Port
Guernsey
GY1 2NZ

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023


The directors present their strategic report of the Company and the Group for the year ended 31 December 2023.

BUSINESS REVIEW
The principal activity of the group and its subsidiaries comprises of underwriting prize indemnity contracts for various counterparties primarily operating in sports betting and lotteries sectors, proprietary trading on sporting activities and provision of remote betting services.


Review of financial performance
The Group's financial performance for the year and the financial position as at 31 December 2023 are shown on pages 9 to 12 of these financial statements. The results for the year are reported on the basis that all operations undertaken during the year under review are continuing.

The financial performance and financial position of the Group is considered by the directors to be satisfactory. Movements in turnover and gross profit cannot be considered to be representative of a trend or as a result of changes in the manner in which the Group operates. The fluctuating nature of prize indemnity contract in the sector in which the Group operates and the requirements of clients makes it impossible to predict expected turnover and gross profit.

Looking ahead, the directors remain confident of continued positive financial performance.

Principal Risks and Uncertainties
The Directors routinely monitor the risks that the Group faces in its day-today operations and appropriate actions are taken to mitigate these risks. The following risks are considered pertinent to the business:

Legal & Regulatory Compliance
The Group operates in multiple regulated markets and is therefore exposed to the risk of regulatory non-compliance which can lead to fines and put our reputation and operating license at risk. Gambling regulations are subject to regular review and change. It is critical this is managed to ensure any changes in legislation are acted upon promptly.

Financial Risk
The Group is exposed, credit risk, foreign exchange fluctuations and liquidity risks that lead to increased costs and reduced profitability.

Credit Risk
The Group is exposed to a risk of financial lost if a customer fails to meet its contractual obligations Credit limits may be implemented to reduce this risk.


RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023


Liquidity Risk
The Group manages its cash to ensure it has sufficient liquid resources to meet its obligations as they fall due, particularly contingent payouts under prize indemnity contracts These are mitigated using contingent liabilities reinsurance with rated counter-parties.

Financial key performance indicators
Given the nature of the groups business, the directors consider turnover, gross profit and operating profit, net asset position and cash flow as the financial key performance indicators sufficient to ensure an appropriate understanding of the true underlying financial performance and position of the Group.

Details of these financial key performance indicators for the current period and preceding financial reporting periods can be found on pages 9 to 12 of these financial statements

Other key performance indicators
The directors do not consider, in the context of the current business operations, that there are any consistent non-key financial performance indicators which would assist in ensuring a sufficient understanding of the Groups underlying performance not already determinable from information available elsewhere.

ON BEHALF OF THE BOARD:





Mr J Nagle - Director


30 September 2024

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023


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

DIVIDENDS
An interim dividend of 0 per share was paid on . The directors recommend that no final dividend be paid.

No dividends will be distributed for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Mr T Mitchell
Mr J Nagle

GOING CONCERN
The directors, having considered the Group's objectives and available resources along with its projected income and expenditure, are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future.

DIRECTORS' RESPONSIBILITIES STATEMENT
The directors are responsible for preparing the report of the directors and the consolidated financial statements in accordance with applicable UK company law, of the state of affairs of the Group and of the profit or loss of the Group for that period. In preparing those 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;

-
prepare the consolidated financial statements on the going concern basis unless it is inappropriate to
presume that the Group will continue in business.

-
state to whether applicable accounting standards have been followed subject to any material
departures disclosed and explained in the consolidated financial statements.

The Directors confirm that they have complied with the above requirements in preparing the consolidated financial statements.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Group and enable them to ensure that the consolidated financial statements comply with The Companies Act, 2006. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as the Directors are aware, there is no relevant audit information of which the Group's auditor is unaware. Each director also confirms that they have taken all steps they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Group's auditor is aware of that information.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Group's auditors are aware of that information.

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023


AUDITORS
The auditor, Grant Thornton Limited was appointed during the year and has expressed its willingness to continue in office as auditor and will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Mr J Nagle - Director


30 September 2024

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDER OF
RISQ CAPITAL LTD


Opinion
We have audited the financial statements of Risq Capital Limited (the 'Company') and its subsidiaries collectively the 'Group') for the year ended 31 December 2023, which comprise the consolidated statement of comprehensive income, the company statement of comprehensive income, the consolidated balance sheet, the company balance sheet, the consolidated statement of changes in equity, the company statement of changes in equity, the consolidated cash flow statement and notes to the consolidated financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and FRS 102 -'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:
- give a true and fair view of the state of the Group's and Company's affairs as at 31 December 2023 and of the Group's financial performance for the year then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
- have been prepared in accordance with the requirements of the Companies Act 2006.
_

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 'Auditor's responsibilities for the audit of the financial statements' section of our report. We are independent of the Group and 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.

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDER OF
RISQ CAPITAL LTD


Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's and Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor's opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the Group or the Company to cease to continue as a going concern.

Our evaluation of the directors' assessment of the Group's and the Company's ability to continue to adopt the going concern basis of accounting included:

- Obtaining the 12-month going concern assessment performed by management, including the assumptions and sensitivities prepared by management;
- Challenging the appropriateness of management's forecasts by:
+checking the mathematical accuracy of the cash flow forecast;
+assessing the key assumptions used in the going concern assessment based on our knowledge of the Group and the Company and the current economic climate; and
+assessing whether management has taken into account the principal and emerging risks noted in the annual report.
- We determined whether there is a material uncertainty which casts significant doubt over the ability of the Group and the Company to continue as a going concern; and
- We assessed the disclosures in the financial statements relating to going concern, to ensure they were in compliance with FRS 102.

In our evaluation of the directors' conclusions, we considered the inherent risks associated with the Group's and Company's business model, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those risks might affect the Group's and Company's financial resources or ability to continue operations over the going concern period.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and Company's ability to continue as a going concern for a period of at least twelve months from when the consolidate financial statements are authorised for issue.

In auditing the consolidated financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the consolidated financial statements is appropriate.
The responsibilities of the directors with respect to going concern are described in the 'Responsibilities of directors for the consolidated financial statements' section of this report.

Other matter
The comparative financial statements of the Company and the Group for the year ended 31 December 2022 were unaudited.

Other information
The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the consolidated financial statements and our auditor's report thereon. Our opinion on the consolidated financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the consolidated financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDER OF
RISQ CAPITAL LTD


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 directors' report for the financial year for which the consolidated financial statements are prepared is consistent with the consolidated financial statements; and
- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the Group and the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

Matters on which we are required to report by exception
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 consolidated 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.

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.

Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the consolidated 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 consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing the Group's and 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 Group or the Company or to cease operations, or have no realistic alternative but to do so.

INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDER OF
RISQ CAPITAL LTD


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated 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 consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the consolidated financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- We obtained an understanding of the legal and regulatory frameworks applicable to the Group and the Company in which it operates. We determined that the following laws and regulations were most significant: the Companies Act 2006 and tax legislation.

- We understood how the Group and the Company are complying with those legal and regulatory frameworks by making inquiries to management including those responsible for compliance procedures. We corroborated our inquiries through our review of board meetings, review of compliance reports and review of key regulatory requirements. We identified areas of the above laws and regulations that could reasonably be expected to have a material effect on the consolidated financial statements from our sector experience and through discussion with management.

- We assessed the susceptibility of the Group's and the Company's financial statements to material misstatement, including how fraud might occur, by evaluating management's incentives and opportunities for manipulation of the consolidated financial statements. This included the evaluation of the risk of management override of controls. We determined that the principal risks were in relation to revenue transactions.

- In assessing the potential risks of material misstatement, we obtained an understanding of:
+ the entity's operation, including the nature of its revenue sources and services and of its objectives and strategies to understand the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material misstatement.
+ the applicable statutory provisions, and
+ the entity's control environment.

- Our audit procedures involved:
+ identifying and assessing the design and implementation of controls management has in place to prevent and detect fraud.
+ understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; and
+ identifying and testing journal entries, with a particular focus on manual journal entries.

- These audit procedures were designed to provide reasonable assurance that the consolidated financial statements were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations from events and transactions reflected in the consolidated financial statements, the less likely we would become aware of it.


INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDER OF
RISQ CAPITAL LTD

- We communicated relevant laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit;

- The Engagement Leader assessed the appropriateness of the collective competence and capabilities of the engagement team including consideration of the engagement teams:
+ Understanding of, and practical experience with audit engagements of a similar nature and complexity through appropriate training and participation.
+ Knowledge of industry in which the client operates; and
+ Understanding of the legal and regulatory requirements specific to the entity including the provisions of the Companies Act 2006.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.

Use of our report
This report is made solely to the Company's shareholder 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 shareholder those matters we are required to state to them in an Auditors' 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 shareholder for our audit work, for this report, or for the opinions we have formed.




Grant Thornton Limited (Senior Statutory Auditor)
for and on behalf of Grant Thornton Limited
Chartered Accountants
St James Place
St James Street
St Peter Port
Guernsey
GY1 2NZ

30 September 2024

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes £    £   

TURNOVER 13,111,181 6,439,573

Cost of sales (2,884,999 ) (1,661,402 )
GROSS PROFIT 10,226,182 4,778,171

Administrative expenses (1,948,469 ) (1,736,819 )
8,277,713 3,041,352

Other operating income 327,901 480,076
OPERATING PROFIT and
PROFIT BEFORE TAXATION 8,605,614 3,521,428

Tax on profit 5 (397 ) (45,320 )
PROFIT FOR THE FINANCIAL YEAR 8,605,217 3,476,108

OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

8,605,217

3,476,108

Profit attributable to:
Owners of the parent 8,605,217 3,476,108

Total comprehensive income attributable to:
Owners of the parent 8,605,217 3,476,108

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

CONSOLIDATED BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £   
CURRENT ASSETS
Debtors 8 13,063,984 4,487,220
Cash at bank 5,734,236 5,416,704
18,798,220 9,903,924
CREDITORS
Amounts falling due within one year 9 (5,496,536 ) (5,207,457 )
NET CURRENT ASSETS 13,301,684 4,696,467
TOTAL ASSETS LESS CURRENT
LIABILITIES

13,301,684

4,696,467

CAPITAL AND RESERVES
Called up share capital 10 134 134
Share premium 11 274,921 274,921
Other reserves 11 354,022 354,022
Retained earnings 11 12,672,607 4,067,390
SHAREHOLDERS' FUNDS 13,301,684 4,696,467

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2024 and were signed on its behalf by:





Mr J Nagle - Director


RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

COMPANY BALANCE SHEET
31 DECEMBER 2023

2023 2022
Notes £    £   
FIXED ASSETS
Investments 7 110,002 110,002

CURRENT ASSETS
Debtors 8 5,749,156 4,001,872
Cash at bank 2,441,129 72,522
8,190,285 4,074,394
CREDITORS
Amounts falling due within one year 9 (840,213 ) (2,926,015 )
NET CURRENT ASSETS 7,350,072 1,148,379
TOTAL ASSETS LESS CURRENT
LIABILITIES

7,460,074

1,258,381

CAPITAL AND RESERVES
Called up share capital 10 134 134
Share premium 11 274,921 274,921
Other reserves 11 354,022 354,022
Retained earnings 11 6,830,997 629,304
SHAREHOLDERS' FUNDS 7,460,074 1,258,381

Company's profit for the financial year 1,693 245,695

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2024 and were signed on its behalf by:





Mr J Nagle - Director


RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023

Called up
share Retained Share Other Total
capital earnings premium reserves equity
£    £    £    £    £   
Balance at 1 January 2022 - 591,282 274,921 354,022 1,220,225

Changes in equity
Issue of share capital 134 - - - 134
Total comprehensive income - 3,476,108 - - 3,476,108
Balance at 31 December 2022 134 4,067,390 274,921 354,022 4,696,467

Changes in equity
Total comprehensive income - 8,605,217 - - 8,605,217
Balance at 31 December 2023 134 12,672,607 274,921 354,022 13,301,684

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023

Called up
share Retained Share Other Total
capital earnings premium reserves equity
£    £    £    £    £   
Balance at 1 January 2022 - 383,609 274,921 354,022 1,012,552

Changes in equity
Issue of share capital 134 - - - 134
Total comprehensive income - 245,695 - - 245,695
Balance at 31 December 2022 134 629,304 274,921 354,022 1,258,381

Changes in equity
Dividends - 6,200,000 - - 6,200,000
Total comprehensive income - 1,693 - - 1,693
Balance at 31 December 2023 134 6,830,997 274,921 354,022 7,460,074

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

2023 2022
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 317,929 5,461,890
Interest paid (15,041 ) 135,189
Finance costs paid 15,041 (135,189 )
Tax paid (397 ) (45,320 )
Net cash from operating activities 317,532 5,416,570

Cash flows from financing activities
Share issue - 134
Net cash from financing activities - 134

Increase in cash and cash equivalents 317,532 5,416,704
Cash and cash equivalents at
beginning of year

2

5,416,704

-

Cash and cash equivalents at end of
year

2

5,734,236

5,416,704

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

2023 2022
£    £   
Profit before taxation 8,605,614 3,521,428
Depreciation charges - 409
8,605,614 3,521,837
Increase in trade and other debtors (8,576,764 ) (469,239 )
Increase in trade and other creditors 289,079 2,409,292
Cash generated from operations 317,929 5,461,890

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2023
31/12/23 1/1/23
£    £   
Cash and cash equivalents 5,734,236 5,416,704
Year ended 31 December 2022
31/12/22 1/1/22
£    £   
Cash and cash equivalents 5,416,704 -


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1/1/23 Cash flow At 31/12/23
£    £    £   
Net cash
Cash at bank 5,416,704 317,532 5,734,236
5,416,704 317,532 5,734,236
Total 5,416,704 317,532 5,734,236

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023


1. COMPANY INFORMATION

Risq Capital Ltd is a private company limited by shares incorporated in England and Wales. The
registered office is 80 Cannon Street, London, EC4N 6HL.

The Company has investment in its subsidiaries, Risq Re Limited and ISQ Alderney Limited (the "Subsidiaries", together the "Group"). The Company controls the subsidiaries through a holding of 100% of their shares.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
The consolidated financial statements are prepared under the historical cost convention, give a true and fair view, have been prepared in compliance with the United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS102')', issued by the Financial Reporting Council and are in compliance with The Companies Act, 2006.

The consolidated financial statements are prepared in Sterling (£) being the functional and presentational currency of the Company.

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

Basis of consolidation
This is the first year of auditing Risq Capital Limited and providing an opinion on the Group's consolidated financial statements. Due to the increase in the size of the group, the whole group requires an audit.

The group financial statements consolidate the financial statements of Risq Capital Limited and all its subsidiary undertakings drawn up to 31 December 2023.

The financial statements incorporate the financial statements of the entities controlled by the group. Control is achieved where the group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The group controls 100% of the voting rights of its subsidiaries. All intra-group transitions, balances, income and expenses are eliminated in full on consolidation.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


2. ACCOUNTING POLICIES - continued

Significant judgements and estimates
The preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the year-end date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates.

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

Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the consolidated financial statements.

Carrying value of investments
The directors have applied judgement in order to determine whether there are indicators of impairment of the parent company's investments at the year end.

The directors have considered various factors (i.e. changes in market condition, disposal of significant assets, inability to recover the carrying amount of asset) in making their assessment, concluding that the amounts are fully recoverable and that there are no indicators of impairment of the parent's investments at the year end.

Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and 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 trade discounts, settlement discounts and volume rebates.

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


2. ACCOUNTING POLICIES - continued

Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention 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, 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.

Classification of financial liabilities
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.

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.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

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.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.


RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


2. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Foreign currencies
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Pension costs and other post-retirement benefits
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

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

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

Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Cash and cash equivalent
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. When a financial asset is recognised initially it is measured at the transaction price. Receivables are subsequently measured at amortised cost using the effective interest method. Receivables arising from insurance contracts are classified in this category. This basis of measurement is viewed by the directors as having prudent regard to the likely realisable value. Discounting has not been applied to receivables as they are repayable on demand, in the short term.

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


2. ACCOUNTING POLICIES - continued

Accruals
Accruals are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Basic financial liabilities (including accruals) are initially recognised at transaction price and subsequently carried at amortised cost. Accruals are classified as current liabilities as payment is due in one year or less and therefore discounting has not been applied.

Expenses
Expenses are accounted for on an accruals basis.

3. EMPLOYEES AND DIRECTORS

The average number of employees by undertakings that are proportionately consolidated during the year was 5 (2022: 4).

4. OPERATING PROFIT

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

2023 2022
£    £   
Foreign exchange differences 264,247 (315,173 )

5. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2023 2022
£    £   
Current tax:
UK income tax 397 45,320
Tax on profit 397 45,320

UK Tax
The Group is incorporated in England and Wales. The trading profits arising from betting services and algorithmic trading on sporting events are subject to UK corporation tax which is currently at a rate of 19%.

The corporation tax rate increased to 25% from 1 April 2023, affecting companies with profits of 250,000 and over. The legislation that provided for this increase also sets out that small companies with profits up to £50,000 will continue to pay corporation tax at 19%, with profits between these two figures being subject to a tapered rate.

6. INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME


RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


7. FIXED ASSET INVESTMENTS

Company
Other
investments
£   
COST
At 1 January 2023
and 31 December 2023 110,002
NET BOOK VALUE
At 31 December 2023 110,002
At 31 December 2022 110,002


8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
£    £    £    £   
Trade debtors 361,520 6,671 - 61,766
Risq Energy Limited - loan account 2,657,387 407,579 431,639 160,000
Risq Research 5,296,365 3,484,322 5,296,365 3,484,322
Reinsurance recoverable 4,272,968 244,724 - -
Prepayments and accrued income 475,744 343,924 21,152 295,784
13,063,984 4,487,220 5,749,156 4,001,872

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

The loan to Risq Energy Limited is interest bearing at 6% per annum, unsecured and repayable on demand.

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
£    £    £    £   
Trade creditors 247,917 569,346 24,766 93,831
Amounts due to Risq Research Limited 165 4,100 - 3,935
ISQ Alderney - - 111,377 172,268
VAT 380 - 380 -
Unearned premium reserve 12,397 117,400 - -
Reinsurance premium payable 605,330 156,522 - -
Risq Re Limited - - 380,728 -
Premium received in advance - 678,203 - -
Accruals 4,630,347 1,081,886 322,962 55,981
Shareholder loan - 2,600,000 - 2,600,000
5,496,536 5,207,457 840,213 2,926,015

RISQ CAPITAL LTD (REGISTERED NUMBER: 07207576)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR - continued

Amounts owed to group undertakings are interest free and repayable on demand.

Included within other creditors is the current portion of loans from shareholders amounting to
£Nil (2022: £2,600,000). The loans are interest free and repayable on demand.

10. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
134 Ordinary shares 134 134 134

11. RESERVES

Group
Retained Share Other
earnings premium reserves Totals
£    £    £    £   

At 1 January 2023 4,067,390 274,921 354,022 4,696,333
Profit for the year 8,605,217 - - 8,605,217
At 31 December 2023 12,672,607 274,921 354,022 13,301,550

Company
Retained Share Other
earnings premium reserves Totals
£    £    £    £   

At 1 January 2023 629,304 274,921 354,022 1,258,247
Profit for the year 1,693 - - 1,693
Dividends 6,200,000 - - 6,200,000
At 31 December 2023 6,830,997 274,921 354,022 7,459,940


12. SUBSEQUENT EVENTS

There have been no events subsequent to the year-end which require disclosure in the consolidated financial statements.