REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
FOR |
10027965 LIMITED |
REGISTERED NUMBER: |
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: |
Registered office: |
Registered number: |
10027965 LIMITED (REGISTERED NUMBER: 10027965) |
BALANCE SHEET |
31 DECEMBER 2023 |
31/12/23 | 31/12/22 |
as restated |
Notes | £ | £ |
FIXED ASSETS |
Intangible assets | 4 |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 | ( |
) | ( |
) |
NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
CREDITORS |
Amounts falling due after more than one year | 9 | ( |
) |
NET ASSETS/(LIABILITIES) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital |
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. |
10027965 LIMITED (REGISTERED NUMBER: 10027965) |
BALANCE SHEET - continued |
31 DECEMBER 2023 |
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 |
10027965 LIMITED (REGISTERED NUMBER: 10027965) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 DECEMBER 2023 |
1. | STATUTORY INFORMATION |
10027965 Limited is a |
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 |
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 - |
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 |
Additions |
Disposals | ( |
) |
Revaluations |
At 31 December 2023 |
Amortisation |
At 1 January 2023 |
Charge for year |
Eliminated on disposal | ( |
) |
At 31 December 2023 |
Net book value |
At 31 December 2023 |
At 31 December 2022 |
. |
. |
5. | TANGIBLE FIXED ASSETS |
Plant and |
machinery |
etc |
£ |
Cost |
At 1 January 2023 |
Disposals | ( |
) |
At 31 December 2023 |
Depreciation |
At 1 January 2023 |
Eliminated on disposal | ( |
) |
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 |
Additions |
Disposals | ( |
) |
At 31 December 2023 |
Net book value |
At 31 December 2023 |
At 31 December 2022 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31/12/23 | 31/12/22 |
as restated |
£ | £ |
Trade debtors |
Other debtors |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31/12/23 | 31/12/22 |
as restated |
£ | £ |
Bank loans and overdrafts |
Trade creditors |
Amounts owed to group undertakings |
Taxation and social security |
Other creditors |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
31/12/23 | 31/12/22 |
as restated |
£ | £ |
Other creditors |
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: |
31/12/2023 | 31/12/2022 |
£ | £ |
Share based payment reserve | 1,185,178 | 1,105,961 |
Convertible loan notes (equity element) | - | 423,625 |
Simple Agreement for Future Equity | 4,055,363 | 412,900 |
5,240,541 | 1,942,486 |
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. |