REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
CLEVERLY GROUP LIMITED |
REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
FOR |
CLEVERLY GROUP LIMITED |
CLEVERLY GROUP LIMITED (REGISTERED NUMBER: 11640129) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
CLEVERLY GROUP LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
CLEVERLY GROUP LIMITED (REGISTERED NUMBER: 11640129) |
BALANCE SHEET |
31ST DECEMBER 2023 |
2023 | 2022 |
Notes | $ | $ | $ | $ |
FIXED ASSETS |
Investments | 5 |
CURRENT ASSETS |
Debtors | 6 |
CREDITORS |
Amounts falling due within one year (including convertible debt) |
7 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year (including convertible debt) |
8 |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 9 |
Share premium | 10 |
Other reserves | 10 |
Retained earnings | 10 | ( |
) |
SHAREHOLDERS' FUNDS |
The directors acknowledge their responsibilities for: |
(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and |
(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company. |
In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
CLEVERLY GROUP LIMITED (REGISTERED NUMBER: 11640129) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
1. | STATUTORY INFORMATION |
Cleverly Group Limited is a |
The presentation currency of the financial statements is the Australian Dollar ($). |
2. | STATEMENT OF COMPLIANCE |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Preparation of consolidated financial statements |
The financial statements contain information about Cleverly Group 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. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost less impairment. |
Financial instruments |
Compound financial instruments issued by the group comprise convertible loan notes that can be converted to share capital at the option of the holder. The liability component of a compound financial instrument is initially recognised at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognised as the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. |
Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not re-measured subsequent to initial recognition except on conversion or expiry. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation 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. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
CLEVERLY GROUP LIMITED (REGISTERED NUMBER: 11640129) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
3. | ACCOUNTING POLICIES - continued |
Financial instruments |
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
Operating lease agreements |
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease. |
4. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
5. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
$ |
COST |
At 1st January 2023 |
and 31st December 2023 |
NET BOOK VALUE |
At 31st December 2023 |
At 31st December 2022 |
6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
$ | $ |
Amounts owed by group undertakings |
7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
$ | $ |
Amounts owed to group undertakings |
Other creditors |
Included in other creditors falling due within one year are convertible loan notes of $375,610. The principal in relation to these loan notes totals $400,000 which is the maximum amount repayable upon redemption if all loan notes are redeemed instead of being converted into equity. |
8. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2023 | 2022 |
$ | $ |
Other creditors |
Included in other creditors falling due after more than one year are convertible loan notes of $490,779. The principal in relation to these loan notes totals $550,000 which is the maximum amount repayable upon redemption if all loan notes are redeemed instead of being converted into equity. |
CLEVERLY GROUP LIMITED (REGISTERED NUMBER: 11640129) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31ST DECEMBER 2023 |
9. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2023 | 2022 |
value: | $ | $ |
Ordinary | 50p | 2,631,782 | 2,631,782 |
10. | RESERVES |
Retained | Share | Other |
earnings | premium | reserves | Totals |
$ | $ | $ | $ |
At 1st January 2023 | 1,567,699 |
Deficit for the year | ( |
) | ( |
) |
Convertible loan equity | - | - | 112,592 | 112,592 |
At 31st December 2023 | ( |
) | 1,651,310 |
11. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group companies where any subsidiary that is a party to the transaction is wholly owned within the group or where transactions have been undertaken under normal market conditions. |