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REGISTERED NUMBER: 10027965 (England and Wales)










UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

10027965 LIMITED

10027965 LIMITED (REGISTERED NUMBER: 10027965)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 4


10027965 LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







Directors: Mr P Bouvier
Dr M Mihaescu
Mr P Kuskowski
Mr A Christen





Registered office: 189 Brompton Road
London
SW3 1NE





Registered number: 10027965 (England and Wales)






10027965 LIMITED (REGISTERED NUMBER: 10027965)

BALANCE SHEET
31 DECEMBER 2023

31/12/23 31/12/22
as restated
Notes £    £   
FIXED ASSETS
Intangible assets 4 - 102,177
Tangible assets 5 - -
Investments 6 7,187,676 454,336
7,187,676 556,513

CURRENT ASSETS
Debtors 7 876,922 308,543
Cash at bank 110,750 409,877
987,672 718,420
CREDITORS
Amounts falling due within one year 8 (757,726 ) (1,843,685 )
NET CURRENT ASSETS/(LIABILITIES) 229,946 (1,125,265 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

7,417,622

(568,752

)

CREDITORS
Amounts falling due after more than one year 9 - (1,298,841 )
NET ASSETS/(LIABILITIES) 7,417,622 (1,867,593 )

CAPITAL AND RESERVES
Called up share capital 3,249 3,249
Share premium 10 9,768,786 9,768,786
Other reserves 10 5,240,541 1,942,486
Retained earnings 10 (7,594,954 ) (13,582,114 )
SHAREHOLDERS' FUNDS 7,417,622 (1,867,593 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

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.

10027965 LIMITED (REGISTERED NUMBER: 10027965)

BALANCE SHEET - continued
31 DECEMBER 2023


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

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 19 January 2025 and were signed on its behalf by:





Dr M Mihaescu - Director


10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1. STATUTORY INFORMATION

10027965 Limited 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.

The Company’s functional and presentational currency is pounds sterling (GBP) and the financial statements have been rounded to the nearest pound (£).

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Preparation of consolidated financial statements
The financial statements contain information about 10027965 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.

Related party exemption
The company has taken advantage of 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.

Turnover
Turnover is recognised at the fair value of the consideration received or receivable 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 subscription services is recognised straight line over the period of subscription license when it is probable that the benefits from such contracts will flow to the group.

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 that extent of the expenses recognised that it is probable will be recovered.

Intangible assets
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised so as to write of the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software 3 years Straight line
Patents and licences 5 years Straight line
Other intangible assets Non- Depreciable

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:

Plant and Equipment 33% Straight line
Fixtures and fittings 20% Reducing balance

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 assets, and is credited or changed to profit or loss.

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet 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.

Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.

Basic financial liabilities
Basic financial liabilities, including creditors, and loans from fellow group companies are initially recognised at transaction price.

Trade creditors are obligations to pay for goods or 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 initially recognised at transaction price.

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.

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.

Leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

2. ACCOUNTING POLICIES - continued

Digital currencies
Digital (crypto) currencies held by the company are recognised as follows:

Internally created digital currency held from inception is considered internally generated stock and held at the lower of cost and net realisable value. Stock revaluation policy is applied at each balance sheet date.

Digital currencies received as consideration for goods sold or services provided are recognised as intangible assets. At each subsequent balance sheet date, such digital currencies, in the amount held by the company, is valued at the market rates to sterling using published exchange rates.

In an event of payment for goods or services in digital currencies, when a value of the transaction in cash is not indicated in the contractual arrangement, the value of creditors as well as cost incurred to the company are measured using the market rates to sterling using published exchange rates on the day of distribution of a digital currency by the company to its creditor. Shall the company use internally created digital currency held from inception for such a settlement, a corresponding gain or loss is recognised by the company in other operating activities, in the amount of the difference between the digital currency's book value at cost or net realisable value, and the determined market value.

Compound instruments
The component parts of compound instruments are classified as financial liabilities in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date.

Share options and incentive plan
The company recognises share-based remuneration defined as cash-settled under FRS102 as an expense and reserve when it is probable that an economic benefit will be granted to the beneficiary. When a vesting schedule of a share option includes periods longer than one month, the company recognises prorated charges as expenses and accrual during such periods.

The company uses the latest funding round's prevailing price per share for the recognition of share-based remuneration unless materially incorrect according to management's judgement. In the case of such judgement, value per share is recognised by way of independent valuation.

Going concern
Following the disposal of the company's trade and assets on 25 July 2023 the company ceased to trade. Consequently the directors do not consider it appropriate to adopt the going concern basis for the preparation of the financial statements for the year ended 31 December 2023.

It is expected that the final distribution of the remaining assets to the company's shareholders will be completed by the end of 2024. The directors intend to liquidate the company as soon as possible.

No material adjustments arise as a result of preparing the financial statements on a basis other than that of a going concern.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2022 - 4 ).

10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

4. INTANGIBLE FIXED ASSETS
Other
intangible
assets
£   
Cost or valuation
At 1 January 2023 183,788
Additions 163,350
Disposals (511,929 )
Revaluations 164,791
At 31 December 2023 -
Amortisation
At 1 January 2023 81,611
Charge for year 20,746
Eliminated on disposal (102,357 )
At 31 December 2023 -
Net book value
At 31 December 2023 -
At 31 December 2022 102,177

.

.

5. TANGIBLE FIXED ASSETS
Plant and
machinery
etc
£   
Cost
At 1 January 2023 9,244
Disposals (9,244 )
At 31 December 2023 -
Depreciation
At 1 January 2023 9,244
Eliminated on disposal (9,244 )
At 31 December 2023 -
Net book value
At 31 December 2023 -

10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

6. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
Cost
At 1 January 2023 454,336
Additions 7,186,676
Disposals (453,336 )
At 31 December 2023 7,187,676
Net book value
At 31 December 2023 7,187,676
At 31 December 2022 454,336

7. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31/12/23 31/12/22
as restated
£    £   
Trade debtors - 194,458
Other debtors 876,922 114,085
876,922 308,543

8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31/12/23 31/12/22
as restated
£    £   
Bank loans and overdrafts 828 -
Trade creditors 84,546 359,936
Amounts owed to group undertakings 577,837 736,488
Taxation and social security 85,915 12,925
Other creditors 8,600 734,336
757,726 1,843,685

9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
31/12/23 31/12/22
as restated
£    £   
Other creditors - 1,298,841

10027965 LIMITED (REGISTERED NUMBER: 10027965)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

10. RESERVES

Other reserves comprise the following:

31/12/202331/12/2022
££

Share based payment reserve1,185,1781,105,961
Convertible loan notes (equity element)-423,625
Simple Agreement for Future Equity4,055,363412,900
5,240,5411,942,486

The share based payment reserve relates to share based payments expenses recognised in the profit and loss account.

The convertible loan notes were issued on 17 August 2022. On 3 January 2023 the loan notes were cancelled and transferred to the Simple Agreement for Future Equity.

The Simple Agreement for Future Equity was entered into on 3 January 2023. The aggregate funds shall convert to fully paid conversion shares automatically and simultaneously on the initial completion of the next Qualifying Equity Financing, if so elected in writing by the investors.