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Sambanova Systems UK Limited

Registered number: 12801206
Annual Report and Financial
Statements
For the year ended 31 January 2024

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
REGISTERED NUMBER: 12801206

STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2024

2024
2023
Note
£
£

  

Current assets
  

Debtors: amounts falling due within one year
 4 
891,546
719,040

Cash at bank and in hand
  
236,274
164,085

  
1,127,820
883,125

Creditors: amounts falling due within one year
 5 
(207,775)
(258,152)

Net current assets
  
 
 
920,045
 
 
624,973

  

Net assets
  
920,045
624,973


Capital and reserves
  

Called up share capital 
 7 
100
100

Other reserves
 8 
759,059
521,429

Profit and loss account
 8 
160,886
103,444

Total equity
  
920,045
624,973


- 1 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
REGISTERED NUMBER: 12801206
    
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 JANUARY 2024

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




R S H Llang
Director

Date: 7 November 2024

The notes on pages 3 to 9 form part of these financial statements.

- 2 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

1.


General information

Sambanova Systems UK Limited (the 'Company') is a private company limited by shares and incorporated in England and Wales. The Company's registered number is 12801206. The address of its registered office is 30 Old Bailey, London, United Kingdom, EC4M 7AU and its principal place of business is 27 Bush Lane, London, EC4R 0AN.
The principal activity of the Company is business development and marketing for an AI solutions product. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements have been presented in Pound Sterling as this is the currency of the primary economic environment in which the Company operates and is rounded to the nearest pound.

The following principal accounting policies have been applied:

 
2.2

Going concern

The directors have assessed the Company's ability to continue as a going concern and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. In doing this, they have considered the results for the period, expectations of future trading  (including the agreement with the parent company outlined in note 2.3) and the availability of continued funding. On the basis of this information the directors are satisfied that the Company will continue as a going concern and so the financial statements have been prepared on this basis.

 
2.3

Turnover

Turnover arises from cost recharges made to Sambanova Systems, Inc., the parent company, at a mark up of 6.5%.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

- 3 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentation currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'administrative expenses'.

 
2.5

Pensions

Defined contribution pension plan

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 other creditors as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

- 4 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.6

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.7

Taxation

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 reporting 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.

 
2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

- 5 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.10

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.11

Financial instruments

The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable.
Financial assets
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is identified, an impairment loss is recognised in profit or loss.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and its recoverable amount, which is an estimate of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
Financial liabilities
Basic financial liabilities, including trade and other payables 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 receipts discounted at a rate of interest.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payables are classified as current liabilities if payment is due  within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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. 


3.


Employees

The average monthly number of employees, including the directors, during the year was 5 (2023: 14).

- 6 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

4.


Debtors

2024
2023
£
£


Amounts owed by group undertakings
828,736
699,040

Other debtors
62,810
20,000

891,546
719,040


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


5.


Creditors: amounts falling due within one year

2024
2023
£
£

Trade creditors
3,507
-

Corporation tax
93,579
159,368

Other taxation and social security
76,637
72,042

Other creditors
25,832
18,522

Accruals and deferred income
8,220
8,220

207,775
258,152



6.


Deferred taxation




2023


£






At beginning of year
36,034


Charged to profit or loss
(36,034)



At end of year
-

- 7 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

7.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



100 (2023: 100) ordinary shares of £1 each
100
100

The Company has one class of ordinary shares; each share has attached to it full voting, dividend and capital distribution rights.


8.


Reserves

Share-based payment reserve

This reserve comprises the aggregate expenses recognised in respect of share based payments.

Profit and loss account

This reserve represents the cumulative profits and losses of the Company.


9.


Share-based payments

The parent company, Sambanova Systems, Inc., granted share options in its common stock to eligible employees of the Company. An expense of £237,630 (2023: £332,423) has been recognised in profit or loss.


10.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions totalling £25,832 (2023: £18,295) were payable to the fund at the reporting date.


11.


Related party transactions

The Company is exempt from disclosing related party transactions undertaken with other wholly owned members of the Group that have been concluded under normal market conditions.


12.


Post balance sheet events

There have been no significant events affecting the Company since the year end.

- 8 -

 
 12801206
31 January 2024
SAMBANOVA SYSTEMS UK LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

13.


Controlling party

The immediate parent company is Sambanova Systems, Inc., a company incorporated in the United States of America. 
The directors do not consider there to be an ultimate controlling party. 


14.


Auditor's information

The auditor's report on the financial statements for the year ended 31 January 2024 was unqualified.

The audit report was signed on 13 November 2024 by Colin Edney (Senior Statutory Auditor) on behalf of Warrener Stewart.

- 9 -