IRIS Accounts Production v24.1.0.578 08834823 Board of Directors 1.1.23 31.12.23 31.12.23 11 221 true false true true false false true true true true true true true true true true true true true true true true false false A Ordinary 0.01000 B Ordinary 0.01000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh088348232022-12-31088348232023-12-31088348232023-01-012023-12-31088348232021-12-31088348232022-01-012022-12-31088348232022-12-3108834823ns15:EnglandWales2023-01-012023-12-3108834823ns14:PoundSterling2023-01-012023-12-3108834823ns10:Director12023-01-012023-12-3108834823ns10:PrivateLimitedCompanyLtd2023-01-012023-12-3108834823ns10:FRS1012023-01-012023-12-3108834823ns10:Audited2023-01-012023-12-3108834823ns10:LargeMedium-sizedCompaniesRegimeForDirectorsReport2023-01-012023-12-3108834823ns10:LargeMedium-sizedCompaniesRegimeForAccounts2023-01-012023-12-3108834823ns10:FullAccounts2023-01-012023-12-3108834823ns10:OrdinaryShareClass22023-01-012023-12-3108834823ns10:OrdinaryShareClass32023-01-012023-12-3108834823ns10:Director22023-01-012023-12-3108834823ns10:RegisteredOffice2023-01-012023-12-310883482312023-01-012023-12-3108834823ns10:Director32023-01-012023-12-3108834823ns10:Director42023-01-012023-12-3108834823ns5:CurrentFinancialInstruments2023-12-3108834823ns5:CurrentFinancialInstruments2022-12-3108834823ns5:Non-currentFinancialInstruments2023-12-3108834823ns5:Non-currentFinancialInstruments2022-12-3108834823ns5:ShareCapital2023-12-3108834823ns5:ShareCapital2022-12-3108834823ns5:RetainedEarningsAccumulatedLosses2023-12-3108834823ns5:RetainedEarningsAccumulatedLosses2022-12-3108834823ns5:ShareCapital2021-12-3108834823ns5:RetainedEarningsAccumulatedLosses2021-12-3108834823ns5:RetainedEarningsAccumulatedLosses2022-01-012022-12-3108834823ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3108834823ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-01-012023-12-310883482312023-01-012023-12-310883482322023-01-012023-12-3108834823ns5:ReportableOperatingSegment12023-01-012023-12-3108834823ns5:ReportableOperatingSegment12022-01-012022-12-3108834823ns5:ReportableOperatingSegment22023-01-012023-12-3108834823ns5:ReportableOperatingSegment22022-01-012022-12-3108834823ns5:TotalReportableOperatingSegmentsIncludingAnyUnallocatedAmount2023-01-012023-12-3108834823ns5:TotalReportableOperatingSegmentsIncludingAnyUnallocatedAmount2022-01-012022-12-3108834823ns5:OwnedAssets2023-01-012023-12-3108834823ns5:OwnedAssets2022-01-012022-12-3108834823ns5:LeasedAssets2023-01-012023-12-3108834823ns5:LeasedAssets2022-01-012022-12-3108834823ns5:ShortLeaseholdAssetsns5:LandBuildings2022-12-3108834823ns5:ShortLeaseholdAssetsns5:LandBuildings2023-01-012023-12-3108834823ns5:ShortLeaseholdAssetsns5:LandBuildings2023-12-3108834823ns5:ShortLeaseholdAssetsns5:LandBuildings2022-12-3108834823ns10:OrdinaryShareClass22023-12-3108834823ns10:OrdinaryShareClass32023-12-3108834823ns5:RetainedEarningsAccumulatedLosses2022-12-310883482322023-01-012023-12-31
REGISTERED NUMBER: 08834823 (England and Wales)











Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2023

for

Prenetics EMEA Ltd

Prenetics EMEA Ltd (Registered number: 08834823)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Income Statement 9

Other Comprehensive Income 10

Balance Sheet 11

Statement of Changes in Equity 12

Notes to the Financial Statements 13


Prenetics EMEA Ltd

Company Information
for the Year Ended 31 December 2023







DIRECTORS: D S W Yeung
C H L Tzang





REGISTERED OFFICE: Kevan Pilling House
1 Myrtle Street
Bolton
BL1 3AH





REGISTERED NUMBER: 08834823 (England and Wales)





AUDITORS: Haywood & Co LLP
Kevan Pilling House
1 Myrtle Street
Bolton
Lancashire
BL1 3AH

Prenetics EMEA Ltd (Registered number: 08834823)

Strategic Report
for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

REVIEW OF BUSINESS
Prenetics is a leading genomics and precision oncology company dedicated to transforming patient care through advanced genomic and molecular technologies. Prenetics' mission is to revolutionize healthcare by integrating consumer health and genetics, breakthrough technology for early cancer detection, targeted treatments and genetic risk identification onto one comprehensive platform.

Prenetics EMEA Limited (Prenetics EMEA) is subsidiary in the Prenetics Group responsible for business activities in Europe, Middle-East and Africa (EMEA).

In 2022, Prenetics EMEA continued its core business to commercialise its consumer health genetic testing products, including DNAfit, in the D2C and B2B markets, whilst developing its current strategy to be a leader in genomics and precision oncology.

Prenetics EMEA has scaled down and eliminated loss making activities in 2023 with a view to achieving a steady state in Europe.

PRINCIPAL RISKS AND UNCERTAINTIES
The business has slimmed down operations and current cash reserves will provide the business with over 12 month cashflow with out parent company assistance.
Risk Impact on Company Mitigation

The right opportunity does not
present itself in the near future
Revenue streams will remain
minimal
The company has slimmed down
operations so that current cash reserves
will provide the business with over 12
months of cashflow without parent
company assistance


FUTURE DEVELOPMENTS
The business continues important projects which have the potential to generate future revenues. In the last 12 months it scaled down or eliminated activities in historically challenging sectors with a view to achieving a slimmed down state in due course. The company continues to assess the marketplace in the UK and Europe for new opportunities arising within the genomics and precision oncology industry.

FUNDING AND EQUITY
In 2022, the company was formerly funded by loans from the parent company, these loans were interest free and repayable on demand.

Due to de-risking and down-sizing the business all business operations have been reviewed. Discontinued assets have been impaired and intercompany loans have been written down to £NIL.

The company's targeted ratio of liabilities to equity is currently 1:1.

ON BEHALF OF THE BOARD:





D S W Yeung - Director


21 October 2024

Prenetics EMEA Ltd (Registered number: 08834823)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of personal health and well-being services.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2023.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

D S W Yeung
C H L Tzang

Other changes in directors holding office are as follows:

B A Thakar - appointed 12 January 2023 - resigned 20 June 2023
S Nirmalananthan - resigned 31 July 2023

POLITICAL DONATIONS AND EXPENDITURE
No donations have been made to political parties during the year.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), including Financial Reporting Standard 101 'Reduced Disclosure Framework'. 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 then 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Prenetics EMEA Ltd (Registered number: 08834823)

Report of the Directors
for the Year Ended 31 December 2023


AUDITORS
The auditors, Haywood & Co LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





D S W Yeung - Director


21 October 2024

Report of the Independent Auditors to the Members of
Prenetics EMEA Ltd

Opinion
We have audited the financial statements of Prenetics EMEA Ltd (the 'company') for the year ended 31 December 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 Financial Reporting Standard 101 'Reduced Disclosure Framework' (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 December 2023 and of its loss 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 Auditors' 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.

Emphasis of matter
In auditing the financial statements, we have concluded that the directors' 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 financial statements are 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 this gives rise to a material misstatement in the financial statements themselves. 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.

Opinions on other matters 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Prenetics EMEA Ltd


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

Report of the Independent Auditors to the Members of
Prenetics EMEA Ltd


Auditors' 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 a Report of the Auditors 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.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other
management

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of
management and inspecting legal correspondence; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to
instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of
actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance where available;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, the Health and Safety Executive, Care Quality Commission and the company's legal advisors.


Report of the Independent Auditors to the Members of
Prenetics EMEA Ltd

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 Report of the Auditors.

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 a Report of the Auditors 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.




Christopher Haywood FCA CTA (Senior Statutory Auditor)
for and on behalf of Haywood & Co LLP
Kevan Pilling House
1 Myrtle Street
Bolton
Lancashire
BL1 3AH

28 November 2024

Prenetics EMEA Ltd (Registered number: 08834823)

Income Statement
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

TURNOVER 3 430,590 50,744,883

Cost of sales (502,845 ) (32,122,534 )
GROSS (LOSS)/PROFIT (72,255 ) 18,622,349

Administrative expenses (4,585,714 ) (17,865,093 )
OPERATING (LOSS)/PROFIT (4,657,969 ) 757,256

Impairment of assets and liabilities 6 (7,928,643 ) 24,702,757
(12,586,612 ) 25,460,013

Interest receivable and similar income 9,832 230
(12,576,780 ) 25,460,243

Interest payable and similar expenses 7 (19,715 ) (10,580 )
(LOSS)/PROFIT BEFORE TAXATION 8 (12,596,495 ) 25,449,663

Tax on (loss)/profit 9 - (16,891 )
(LOSS)/PROFIT FOR THE FINANCIAL
YEAR

(12,596,495

)

25,432,772

Prenetics EMEA Ltd (Registered number: 08834823)

Other Comprehensive Income
for the Year Ended 31 December 2023

2023 2022
Notes £    £   

(LOSS)/PROFIT FOR THE YEAR (12,596,495 ) 25,432,772


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

(12,596,495

)

25,432,772

Prenetics EMEA Ltd (Registered number: 08834823)

Balance Sheet
31 December 2023

2023 2022
Notes £    £   
FIXED ASSETS
Owned
Tangible assets 10 - -
Right-of-use
Tangible assets 10, 16 - 226,138
Investments 11 1 56
1 226,194

CURRENT ASSETS
Stocks 12 - 137,951
Debtors 13 222,038 738,084
Cash at bank 56,809 13,242,260
278,847 14,118,295
CREDITORS
Amounts falling due within one year 14 (162,551 ) (996,275 )

CONTRACT LIABILITIES
Amounts falling due within one year 3 - (274,537 )
NET CURRENT ASSETS 116,296 12,847,483
TOTAL ASSETS LESS CURRENT
LIABILITIES

116,297

13,073,677

CREDITORS
Amounts falling due after more than one
year

15

-

(360,885

)

PROVISIONS FOR LIABILITIES 17 (35,235 ) (35,235 )
NET ASSETS 81,062 12,677,557

CAPITAL AND RESERVES
Called up share capital 18 76,767 76,767
Retained earnings 19 4,295 12,600,790
SHAREHOLDERS' FUNDS 81,062 12,677,557

The financial statements were approved by the Board of Directors and authorised for issue on 21 October 2024 and were signed on its behalf by:





D S W Yeung - Director


Prenetics EMEA Ltd (Registered number: 08834823)

Statement of Changes in Equity
for the Year Ended 31 December 2023

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 76,767 (12,831,982 ) (12,755,215 )

Changes in equity
Total comprehensive income - 25,432,772 25,432,772
Balance at 31 December 2022 76,767 12,600,790 12,677,557

Changes in equity
Total comprehensive income - (12,596,495 ) (12,596,495 )
Balance at 31 December 2023 76,767 4,295 81,062

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

Prenetics EMEA Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparation
These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based Payment;
the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii),
B64(o)(ii), B64(p), B64(q)(ii), B66 and B67 of IFRS 3 Business Combinations;
the requirements of paragraph 33(c) of IFRS 5 Non Current Assets Held for Sale and Discontinued
Operations;
the requirements of paragraph 24(6) of IFRS 6 Exploration for and Evaluation of Mineral Resources;
the requirements of IFRS 7 Financial Instruments: Disclosures;
the requirements of paragraphs 91 to 99 of IFRS 13 Fair Value Measurement;
the requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of
IFRS 16 Leases;
the requirements of paragraph 58 of IFRS 16;
the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to
(c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;
the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative
information in respect of:
- paragraph 79(a)(iv) of IAS 1;
- paragraph 73(e) of IAS 16 Property, Plant and Equipment;
- paragraph 118(e) of IAS 38 Intangible Assets;
- paragraphs 76 and 79(d) of IAS 40 Investment Property; and
- paragraph 50 of IAS 41 Agriculture;
the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to
136 of IAS 1;
the requirements of IAS 7 Statement of Cash Flows;
the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates
and Errors;
the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;
the requirements of paragraph 74(b) of IAS 16;
the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;
the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into
between two or more members of a group;
the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Revenue recognition
Income is classified as revenue when it arises from the sale of goods or the provision of services in the ordinary course of the business. Revenue is stated net of VAT and trade discounts.

Revenue is measured based on the amount of consideration to which the Company is expected to be entitled in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. Revenue is recognised when (or as) it transfers control over a product or service to a customer.

The Company provides i) preventive services, which are genetic testing services to individuals and corporates for their employees and customers; and ii) diagnostic services, primarily COVID-19 testing for individuals, corporates for their employees or customers, and governments for community testing.

The Company determines that its sales contracts do not have a significant financing component when the upfront consideration becomes non-refundable, as customers have the discretion to decide when the tests are performed during the contract term.

(i) Performance obligations

Generally, the Company fulfils its performance obligations for preventive and diagnostic services at a point in time upon delivery of the testing results or reports to customers. Transfer of control for the testing results occurs when the testing results or reports are issued to customers.

(ii) Revenue breakage

Provision of preventive and diagnostic services requires individuals to provide specimen samples to the Company before it can proceed with the necessary laboratory procedures. Sales contracts relating to testing kits sold directly to individuals normally require specimen samples to be sent back to the Company within 3 or 6 months (the "sample return period") from the date of purchase, depending on the jurisdictions in which the kits are purchased by customers. If these customers do not return their specimen samples within the sample return period, the Company has no further obligation to provide the service. Sales contracts for kits sold to corporates typically do not include specified sample return periods.

For certain non-refundable sale contracts, the Company does not have sufficient and relevant historical experience to form a reasonable expectation about the amount of breakage revenue to which the Company is expected to be entitled. This would be the case for certain preventive testing kits sold to corporates such as insurance companies that would ultimately be passed on to its end users at the corporates' discretion, where there is no stated sample return period, and the Company has no visibility as to whether and when the kits are distributed to end users. This would also be the case for certain diagnostic testing kits sold to individuals with respect to COVID-19. For these sales contracts, revenue is recognised at the earlier point in time of i) the relevant services are rendered and the testing results are issued; or ii) when the likelihood of end users returning their specimen samples becomes remote.

Otherwise, the Company generally has sufficient and relevant historical experience for other sales contracts such that the Company expects to be entitled to a breakage amount in relation to non-refundable and unexercised rights. For these sales contracts, the Company estimates and recognises the expected breakage amount as revenue in proportion to the pattern of rights exercised by customers on a portfolio basis to the extent that it is considered highly probable that a significant reversal will not occur in the future.

The Company updates its breakage estimate regularly and if necessary, adjusts the deferred revenue balance accordingly. If actual return patterns vary from the estimate, actual breakage revenue may differ from the amounts recorded.

Intangible assets
Intangible assets are initially measured at cost. Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an indication that the intangible assets may be impaired. Both the period and method of amortisation is reviewed annually. Development costs are being amortised evenly over their estimated useful life of two years.

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Tangible fixed assets are stated at the original cost when acquired, less accumulated depreciation. Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is shorter.

Short leasehold - in accordance with the property
Plant & machinery - over useful life of 3 years
Computer equipment - over useful life of 3 years

Impairment of intangible and tangible assets

At each balance sheet date, the Company reviews the carrying amounts of its intangible and tangible 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 to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a 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 is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in the profit and loss account.

Investments in subsidiaries

Investments in subsidiaries are measured at cost less accumulated impairment. The carrying value of investments is reviewed for impairment when events or changes in circumstance indicate the carrying value may not be recoverable.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation
Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the balance sheet date.

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.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.


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.

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued

Leases
The Company in accordance with IFRS 16 applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use assets

The Company recognises right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any measurement of lease liabilities. The cost or right-of-use assets include the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date, less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

Lease liabilities

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments less any lease incentives receivable. In calculating the present value of lease payments, the Company uses its incremental borrowing rates at the lease commencement date if the interest rate implicit in the lease is not readily determinable. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments or a change in the assessment of an option to purchase the underlying asset.

Employee benefit costs
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

Consolidation
These financial statements are separate financial statements. The Company is a wholly owned subsidiary of Prenetics Limited and is included in its consolidated financial statements of Prenetics Limited, which are publicly available. Therefore, the Company is exempt, by virtue of section 401 of the Companies Act 2006, from the requirement to prepare consolidated financial statements. The address of the parent's registered office is 7/F, K11 Atelier, 728 King's Road, Quarry Bay, Hong Kong.

Going concern
The business has successfully settled all contractual liabilities and operates with much reduced activities, the directors are maintaining the business with a pared down offering and minimal costs.

Management continues to assess new opportunities and projects that fit the core business expertise with a view to generating future positive cash flows.

The directors therefore consider it appropriate to once again prepare the accounts on the going concern basis.

3. TURNOVER

The turnover and loss (2022 - profit) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2023 2022
£    £   
Project screen 195,812 48,564,063
Genetic screening 234,778 2,180,820
430,590 50,744,883

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

3. TURNOVER - continued

Revenue from contracts with customers

Contract balances
2023 2022
£    £   
Contract liabilities

Current
Contract liabilities - 274,537

4. EMPLOYEES AND DIRECTORS

2023 2022
£ £
Wages and salaries 1,191,354 13,067,709
Social security 401,177 1,484,984
Pension 197,168 268,281
2,527,256 14,820,974

The average number of employees during the year was as follows:

2023 2022

Central 4 29
Clinical Governance 1 10
Finance 3 5
HR 1 10
Logistics 1 11
Operations 1 156
11 221

5. DIRECTORS' EMOLUMENTS
2023 2022
£    £   
Directors' remuneration 552,314 636,161
Directors' pension contributions to money purchase schemes 6,660 10,321
Compensation to director for loss of office - 30,000

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 2 2

Information regarding the highest paid director is as follows:
2023 2022
£    £   
Emoluments etc 360,814 485,392
Pension contributions to money purchase schemes 660 1,321

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

6. EXCEPTIONAL ITEMS

20232022
Impairment of Assets ££

Impairment of Fixed & ROU assets 152,3461,356,684
Impairment of stock re project screen -948,925
Impairment of Oxsed loan(25,386)3,804,765
Total impairments 126,9606,110,374

Impairment of Liabilities ££

Impairment of US $ loan 1,666,356(12,875,547)
Impairment of HK loan -(1,758,996)
Impairment of GBP 6,134,877(6,134,877)
Impairment of Loan notes -(10,043,711)
7,801,233(30,813,131)

Net impact on financial statements 7,928,193(24,702,757)
The above assets and liabilities have been impaired as a result of the strategic decision to reduce operations in Europe, the Middle East and Africa.The company was able to partially repay some of the loan impaired in the prior year to the parent company.

7. INTEREST PAYABLE AND SIMILAR EXPENSES
2023 2022
£    £   
Bank interest 1,257 467
Interest on property lease 18,458 10,113
19,715 10,580

8. (LOSS)/PROFIT BEFORE TAXATION

The loss before taxation (2022 - profit before taxation) is stated after charging/(crediting):
2023 2022
£    £   
Cost of inventories recognised as expense 502,845 32,122,534
Leases 61,867 131,576
Depreciation - owned assets - 717,446
Depreciation - assets on hire purchase contracts or finance leases 73,342 210,926
Profit on disposal of fixed assets (28,740 ) (13,286 )
Development costs amortisation - 61,759
Auditors' remuneration 45,000 53,500
Auditors' remuneration for non audit work 4,075 4,200

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

9. TAXATION

Analysis of tax expense
2023 2022
£    £   
Current tax:
Tax - 16,891
Total tax expense in income statement - 16,891

10. TANGIBLE FIXED ASSETS
Short
leasehold
£   
COST
At 1 January 2023
and 31 December 2023 644,431
DEPRECIATION
At 1 January 2023 418,293
Charge for year 73,342
Impairments 152,796
At 31 December 2023 644,431
NET BOOK VALUE
At 31 December 2023 -
At 31 December 2022 226,138

11. INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 January 2023 56
Impairments (55 )
At 31 December 2023 1
NET BOOK VALUE
At 31 December 2023 1
At 31 December 2022 56

Investments comprise an equity share in Oxsed Limited which is not publicly traded. The company is incorporated in the United Kingdom and the registered office is Kevan Pilling House, 1 Myrtle Street, Bolton, BL1 3AH

The investment in Prenetics Africa Ltd, incorporated in South Africa has been written down to £NIL as the company has been formally dissolved.

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

12. STOCKS
2023 2022
£    £   
Stocks - 137,951

13. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors - 248,600
Deposits 34,250 269,006
VAT 159,788 -
Accrued income - 26,207
Prepayments 28,000 194,271
222,038 738,084

14. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade creditors 46,444 56,557
Social security and other taxes - 189,187
VAT - 109,339
Lease liability - 74,147
Accruals and deferred income 116,107 567,045
162,551 996,275

15. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
2023 2022
£    £   
Lease liability - 360,885

As leases were ended during the year the leasehold liability was restated to £NIL.

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

16. LEASING

Right-of-use assets

Tangible fixed assets

2023 2022
£    £   
COST
At 1 January 2023 644,431 1,611,109
Additions - 1,732
Impairments - (968,410 )
644,431 644,431

DEPRECIATION
At 1 January 2023 418,293 230,893
Charge for year 73,342 210,926
Impairments 152,796 (23,526 )
644,431 418,293

NET BOOK VALUE - 226,138

During the year the company came to an agreement to settle the lease up to the date of the lease break clause.

The lease asset has therefore been impaired to £NIL.

Other leases

2023 2022
£    £   
Short-term leases 61,867 131,576

All short and long term leases have now ended.

17. PROVISIONS FOR LIABILITIES
2023 2022
£    £   
Other provisions
Acquisition retention payments 35,235 35,235

The provision relates to contingency payments arising from to the acquisition of subsidiaries.

18. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
5,169,462 A Ordinary 1p 51,696 51,696
2,507,119 B Ordinary 1p 25,071 25,071
76,767 76,767

Prenetics EMEA Ltd (Registered number: 08834823)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

19. RESERVES
Retained
earnings
£   

At 1 January 2023 12,600,790
Deficit for the year (12,596,495 )
At 31 December 2023 4,295

20. RELATED PARTY DISCLOSURES

The company repaid £7,801,233 of previously impaired loans to the parent company.

21. EVENTS AFTER THE REPORTING PERIOD

There are no material events after the reporting period, management continue to assess new opportunities and projects that fit the core business expertise with a view to generating future positive cash flows.

22. ULTIMATE CONTROLLING PARTY

The Company is a wholly owned subsidiary of Prenetics Limited, a company incorporated in Hong Kong.

Prenetics Limited is a wholly owned subsidiary of Prenetics Global Limited (NASDAQ: PRE), a company incorporated in the Cayman Islands. Prenetics Global Limited (NASDAQ: PRE) is regarded by the directors as the Company's ultimate parent company.

Copies of the consolidated financial statements of Prenetics Global Limited are available at 7/F, K11 Atelier, 728 King's Road, Quarry Bay, Hong Kong.