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Registration number: 10920217

Discover AI Limited

Annual Report and Financial Statements

for the Year Ended 31 January 2024

 

Discover AI Limited

Contents

Company Information

1

Directors' Report

2

Statement of Directors' Responsibilities

3

Independent Auditor's Report

4 to 7

Balance Sheet

8

Notes to the Financial Statements

9 to 15

 

Discover AI Limited

Company Information

Directors

C Segal

K Amlani

Registered office

First Floor
15 Greek Street
London
W1D 4DP

Auditors

Barnes Roffe LLP
Chartered Accountants
Statutory auditor
Leytonstone House
Leytonstone
London
E11 1GA

 

Discover AI Limited

Directors' Report for the Year Ended 31 January 2024

The directors present their report and the financial statements for the year ended 31 January 2024.

Directors of the company

The directors who held office during the year were as follows:

L Singh (ceased 22 May 2024)

C Folschette (ceased 22 May 2024)

The following directors were appointed after the year end:

C Segal (appointed 22 May 2024)

K Amlani (appointed 17 September 2024)

Principal activity

The principal activity of the company is insight software and services

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of Barnes Roffe LLP as auditors of the company is to be proposed at the forthcoming Annual General Meeting.

Small companies provision statement

This report has been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved by the Board on 29 October 2024 and signed on its behalf by:

.........................................
C Segal
Director

   
     
 

Discover AI Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities 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 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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.

 

Discover AI Limited

Independent Auditor's Report to the Members of Discover AI Limited

Opinion

We have audited the financial statements of Discover AI Limited (the 'company') for the year ended 31 January 2024, which comprise the Balance Sheet, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 Section 1A '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 company's affairs as at 31 January 2024 and of its profit 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 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 director's 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 original financial statements were 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. 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.

In connection with our audit of the financial statements, 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 there is a material misstatement in the 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.

 

Discover AI Limited

Independent Auditor's Report to the Members of Discover AI Limited

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Directors' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.

We have nothing to report in respect of the following matters where 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; or

the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 3], 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 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.

 

Discover AI Limited

Independent Auditor's Report to the Members of Discover AI Limited

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

In identifying and assessing risks of material misstatement in respect of irregularities we considered the following:
• Obtained an understanding of the nature of the industry and sector, including the legal and regulatory frameworks that the company operates in and how the company is complying with the legal and regulatory frameworks;
• Enquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;
• Discussed matters about non compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

The most significant laws and regulations were determined as follows:
• UK GAAP FRS 102 and Companies Act;
• Tax compliance regulations.

Additional audit procedures performed by the audit engagement team included:
• Review of the financial statement disclosures and testing to supporting documentation;
• Completion of disclosure checklists to identify areas of non compliance.

The areas that we identified as being susceptible to material misstatement due to fraud were:
• Revenue recognition;
• Management override;
• Going concern.

Audit procedures in response to the identified areas above:
• Obtaining an understanding of the processes and controls around revenue recognition;
• Substantively testing revenue via various testing including transactional, cut off and sequencing;
• Evaluation of the appropriateness of the accounting policies;
• Testing the appropriateness of journal entries and other adjustments;
• Assessing whether the judgements made in making accounting estimates are indicative of a potential bias;
• Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business; and
• Detailed review of post balance sheet trading and forecasts including variance analysis and enquiry with management.

We also communicated relevant identified 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.

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 Auditor's report.


 

Discover AI Limited

Independent Auditor's Report to the Members of Discover AI Limited

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.

......................................
Stuart Moon (Senior Statutory Auditor)
For and on behalf of Barnes Roffe LLP, Statutory Auditor

Chartered Accountants
Statutory auditor
Leytonstone House
Leytonstone
London
E11 1GA

29 October 2024

 

Discover AI Limited

(Registration number: 10920217)
Balance Sheet as at 31 January 2024

Note

2024
£

2023
£

Fixed assets

 

Intangible assets

4

4,333

6,333

Tangible assets

5

3,021

10,890

 

7,354

17,223

Current assets

 

Debtors

6

1,139,430

835,762

Cash at bank and in hand

 

456,330

490,433

 

1,595,760

1,326,195

Creditors: Amounts falling due within one year

7

(1,295,334)

(1,382,307)

Net current assets/(liabilities)

 

300,426

(56,112)

Total assets less current liabilities

 

307,780

(38,889)

Provisions for liabilities

(574)

(2,346)

Net assets/(liabilities)

 

307,206

(41,235)

Capital and reserves

 

Called up share capital

8

133

133

Share premium reserve

70,306

70,306

Retained earnings

236,767

(111,674)

Shareholders' funds/(deficit)

 

307,206

(41,235)

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

Approved and authorised by the Board on 29 October 2024 and signed on its behalf by:
 

.........................................
C Segal
Director

   
     
 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

1

General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
First Floor
15 Greek Street
London
W1D 4DP
United Kingdom

These financial statements were authorised for issue by the Board on 29 October 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

The financial statements have been prepared on a going concern basis.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

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 taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Office equipment

33% Straight line

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

20% Straight line

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company's shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Recognition and measurement
The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors and loans to/from related parties.
 

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 29 (2023 - 33).

4

Intangible assets

Goodwill
 £

Total
£

Cost or valuation

At 1 February 2023

10,000

10,000

At 31 January 2024

10,000

10,000

Amortisation

At 1 February 2023

3,667

3,667

Amortisation charge

2,000

2,000

At 31 January 2024

5,667

5,667

Carrying amount

At 31 January 2024

4,333

4,333

At 31 January 2023

6,333

6,333

5

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 February 2023

57,799

57,799

At 31 January 2024

57,799

57,799

Depreciation

At 1 February 2023

46,909

46,909

Charge for the year

7,869

7,869

At 31 January 2024

54,778

54,778

Carrying amount

At 31 January 2024

3,021

3,021

At 31 January 2023

10,890

10,890

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

6

Debtors

Current

2024
£

2023
£

Trade debtors

613,146

605,591

Prepayments

27,806

18,851

Other debtors

498,478

211,320

 

1,139,430

835,762

Included within debtors are amounts of £141,402 (2023 - £145,534) owed from group companies.

7

Creditors

Creditors: amounts falling due within one year

2024
£

2023
£

Due within one year

Trade creditors

71,308

49,685

Taxation and social security

273,934

-

Accruals and deferred income

73,336

365,023

Other creditors

876,756

967,599

1,295,334

1,382,307

Included in creditors are amounts of £294,052 (2023 - £466,859) owed to group companies.

8

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary Shares of £0.001 each

106,667

107

106,667

107

B Ordinary Shares of £0.001 each

26,670

27

26,670

27

 

133,337

133

133,337

133

9

Financial commitments, guarantees and contingencies

Amounts disclosed in the balance sheet

Included in the balance sheet are pensions of £11,392 (2023 - £12,544). The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £77,987 (2023 £79,154).

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

10

Related party transactions

The company has taken advantage of the exemption under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transactions with other wholly owned members of the group.

 

Discover AI Limited

Notes to the Financial Statements for the Year Ended 31 January 2024

11

Parent and ultimate parent undertaking

The company's immediate parent is Trendiction S. A, incorporated in Luxembourg.

 The ultimate parent is Tiger Midco 1 Lux S.A, incorporated in Luxembourg.

 The most senior parent entity producing publicly available financial statements is Tiger Midco 1 Lux S.A. These financial statements are available upon request from 12-16 Avenue Monterey L-2163 Luxembourg.