Company registration number 11888553 (England and Wales)
S64 VENTURES LTD
UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
S64 VENTURES LTD
COMPANY INFORMATION
Directors
T Nagpal
J L Molina
T Wasserman
(Appointed 29 December 2023)
Company number
11888553
Registered office
91 Wimpole Street
London
England
W1G 0EF
Accountants
FLB Accountants LLP
1010 Eskdale Road
Winnersh Triangle
Wokingham
Berkshire
RG41 5TS
S64 VENTURES LTD
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
S64 VENTURES LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
31 December 2023
31 March 2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
329,402
405,442
Tangible assets
5
21,474
3,972
Investments
6
11,479
11,479
362,355
420,893
Current assets
Debtors
7
11,800,460
4,038,627
Cash at bank and in hand
9,349,969
9,296,544
21,150,429
13,335,171
Creditors: amounts falling due within one year
8
(3,911,023)
(4,459,769)
Net current assets
17,239,406
8,875,402
Net assets
17,601,761
9,296,295
Capital and reserves
Called up share capital
9
117
112
Share premium account
17,498,375
9,624,978
Profit and loss reserves
103,269
(328,795)
Total equity
17,601,761
9,296,295
For the financial period ended 31 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The directors of the company have elected not to include a copy of the income statement within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 28 November 2024 and are signed on its behalf by:
T Nagpal
Director
Company registration number 11888553 (England and Wales)
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 2 -
1
Accounting policies
Company information
S64 Ventures Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 91 Wimpole Street, London, England, W1G 0EF.
1.1
Reporting period
The directors present a 9 month financial period from 1 April 2023 to 31 December 2023. The prior reporting period was that of a year only. As such, the comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.
1.2
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for 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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Platform development
20% Straight line
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 3 -
1.5
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
25% Straight line
Computers
33% Straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.6
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.7
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.8
Cash and cash equivalents
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.
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 4 -
1.9
Financial instruments
The company 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 company 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 and cash and bank balances, 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, 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 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.
1.10
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 company.
1.11
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.
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 5 -
1.12
Retirement benefits
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 accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these 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. No significant judgements or estimates were made.
3
Employees
The average monthly number of persons (including directors) employed by the company during the period was:
2023
2023
Number
Number
Total
18
11
For the period ended 31 December 2023, the number of employees figure reflects only the number of UK employees on the PAYE scheme which the company introduced in UK as of the end of March 2022. In addition, during the period, S64 Ventures Limited had 53 full time personnel contracted for service including across a number of international locations. For the year ended 31 March 2023, the equivalent number was 33 full time personnel contracted under the contract for service.
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 6 -
4
Intangible fixed assets
Platform development
£
Cost
At 1 April 2023 and 31 December 2023
506,803
Amortisation and impairment
At 1 April 2023
101,361
Amortisation charged for the period
76,040
At 31 December 2023
177,401
Carrying amount
At 31 December 2023
329,402
At 31 March 2023
405,442
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 April 2023
5,069
Additions
20,740
At 31 December 2023
25,809
Depreciation and impairment
At 1 April 2023
1,097
Depreciation charged in the period
3,238
At 31 December 2023
4,335
Carrying amount
At 31 December 2023
21,474
At 31 March 2023
3,972
6
Fixed asset investments
2023
2023
£
£
Shares in group undertakings and participating interests
11,479
11,479
S64 VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
- 7 -
7
Debtors
2023
2023
Amounts falling due within one year:
£
£
Trade debtors
2,608,826
3,237,929
Other debtors
9,191,634
800,698
11,800,460
4,038,627
Within other debtors is a balance of £7,873,402 (31 March 2023: £nil) due from shareholders as a result of the share issue on 29 December 2023. This balance was settled after the reporting date.
8
Creditors: amounts falling due within one year
2023
2023
£
£
Bank loans and overdrafts
6
Trade creditors
3,489,031
2,159,092
Taxation and social security
139,460
96,370
Other creditors
282,532
2,204,301
3,911,023
4,459,769
9
Called up share capital
2023
2023
2023
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
10,000,000
10,000,000
100
100
Series A of 0.001p each
1,680,668
1,155,775
17
12
11,680,668
11,155,775
117
112
On 29 December 2023 S64 Ventures Limited allotted 524,893 series A shares at a par value of £0.00001.
10
Events after the reporting date
On 16 April 2024, the Company issued 500,000 Series A shares with a nominal value of £0.00001. Consideration was received 2 April 2024 at the nominal value totalling £5.
On 28 June 2024, the Company issued 261,848 Series A shares with a nominal value of £0.00001. Consideration was received on 5 July 2024 at a premium of £15 per share totalling £3,927,720.