Registered number
09095231
RELIQUA EUROPE LIMITED
Filleted Accounts
30 June 2024
RELIQUA EUROPE LIMITED
Registered number: 09095231
Balance Sheet
as at 30 June 2024
Notes 2024 2023
£ £
Fixed assets
Investments 3 1 1
Current assets
Debtors 4 1,544,245 1,054,943
Cash at bank and in hand 3,871 277,457
1,548,116 1,332,400
Creditors: amounts falling due within one year 5 (3,506) (233,311)
Net current assets 1,544,610 1,099,089
Total assets less current liabilities 1,544,611 1,099,090
Creditors: amounts falling due after more than one year 6 (1,599,363) (1,107,223)
Net liabilities (54,752) (8,133)
Capital and reserves
Called up share capital 100 100
Other reserves 533,830 533,830
Profit and loss account (588,682) (542,063)
Shareholder's funds (54,752) (8,133)
The directors are satisfied that the company is entitled to exemption from the requirement to obtain an audit under section 477 of the Companies Act 2006.
The member has not required the company to obtain an audit in accordance with section 476 of the Act.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts.
The accounts have been prepared and delivered in accordance with the special provisions applicable to companies subject to the small companies regime. The profit and loss account has not been delivered to the Registrar of Companies.
T Andrew
Director
Approved by the board on 18 November 2024
RELIQUA EUROPE LIMITED
Notes to the Accounts
for the year ended 30 June 2024
1 Accounting policies
Basis of preparation
The accounts have been prepared under the historical cost convention and in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland (as applied to small entities by section 1A of the standard) and the Companies Act 2006.

The presentation currency of the financial statements is the Pound Sterling (£).
Preparation of consolidated financial statements
The financial statements contain information about Reliqua Europe Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.
Significant judgements and estimates
Share based payments as set out in note 9 to the accounts have been made to employees of the company. As disclosed in the Share based payments accounting policy below, the fair value of vested share options is recognised in the profit and loss account. The fair value has been estimated at £0.6090 and £0.93 per share for Preference and Ordinary shares respectively.
Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Revenue is recognised at the point of sale.
Tangible fixed assets
Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:
Fixtures and fittings over 3 years
Computer equipment over 3 years
Investments
Investments in subsidiaries are measured at cost less any accumulated impairment losses.
Debtors
Short term debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts.
Creditors
Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.
Financial instruments
The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

(i) Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances and investments in commercial paper, are initially recognised at transaction price and subsequently measured at amortised cost using the effective interest method. If the arrangement constitutes a financing transaction, the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in the Profit and Loss Account.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in the Profit and Loss Account.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price.

Such assets are subsequently carried at fair value and the changes in fair value are recognised in, the Profit and Loss Account, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
(ii) Financial liabilities

Basic financial liabilities, including trade and other creditors, loans from fellow Group Companies that are classified as debt, are initially recognised at transaction price and subsequently measured at amortised cost using the effective interest method.

If the arrangement constitutes a financing transaction, the debt instrument is measured, initially at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. These financial instruments are then subsequently measured at fair value and any changes in fair value are recognised in, the Profit and Loss Account.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Creditors are classified as current liabilities if payment is due within one year. 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 liability is extinguished; that is, when the contractual obligation is discharged, cancelled or expires.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand 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 to changes in value.
Taxation
A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period.

Current and deferred tax assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Foreign currency translation
Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.
Leased assets
Operating lease payments are recognised as an expense on a straight line basis over the lease term.
Share based payments
The Parent company operates an equity-settled compensation plan for the group. The fair value of the employee services received in exchange for the grant of options is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each Balance Sheet date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision to original estimates, if any, in the Profit and Loss Account. The credit entry is taken to reserves because the share options are equity-settled.
Going concern
The Company recorded trading losses for the year under review. The balance sheet reflects net liabilities and therefore, Reliqua PTY Ltd, the Parent Company, has agreed to continue to provide financial support to the company so that it may meet its obligations, if and when, they become due. The company is winding down its operations and has ceased trading. It is the directors' intention to wind up the company within the next 18 months.
Pensions
Contributions to defined contribution plans are expensed in the period to which they relate.
2 Employees and directors 2024 2023
Number Number
Average number of persons employed by the company 1 14
3 Investments
Investments in
subsidiary
undertakings
£
Cost
At 1 July 2023 1
At 30 June 2024 1
4 Debtors 2024 2023
£ £
Other debtors 1,544,245 1,054,943
5 Creditors: amounts falling due within one year 2024 2023
£ £
Trade creditors 2,006 225,072
Taxation and social security costs - 4,727
Other creditors 1,500 3,512
3,506 233,311
6 Creditors: amounts falling due after one year 2024 2023
£ £
Amounts owed to group undertakings and undertakings in which the company has a participating interest 1,599,363 1,107,223
7 Other financial commitments
2024 2023
Creditors include: £ £
Not later than one year - 20,700
Total future minimum payments under non-cancellable operating leases - 20,700
8 Related party transactions
The company has taken advantage of the 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.
9 Share-based payments transactions
The Parent Company operates an EMI qualifying share option scheme open to its subsidiaries. As at the Balance Sheet date 881,455 (2023 - 881,455) EMI qualifying share options in respect of Preference shares were granted to employees of the company at an exercise price of £0.6090 per share. At the end of the year 143,562 (2023 - 143,562) share options vested but were not exercised and 214,693 (2023 - 214,693) share options lapsed.

Also at the end of the year 1,010,000 (2023 - 1,010,000) EMI qualifying share options in respect of Ordinary shares were granted to employees of the company at an exercise of AUS$0.19 per share. Of that amount 480,000 (2023 - 480,000) share options vested but were not exercised and 210,000 (2023 - 210,000) share options lapsed.

Share options vest over 3 years from the date of grant with a 12 month cliff.
10 Controlling party
The immediate controlling Parent is Reliqua Pty Ltd, with its registered office situated at PwC, 2 Riverside Quay, Southbank, VIC, Australia - 3006.
11 Other information
RELIQUA EUROPE LIMITED is a private company limited by shares and incorporated in England. Its registered office is:
The Vista Centre
50 Salisbury Road
Hounslow
Middlesex
TW4 6JQ
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