Dexory Limited
Unaudited Financial Statements
For the year ended 31 March 2024
Pages for Filing with Registrar
Company Registration No. 09448674 (England and Wales)
Dexory Limited
Company Information
Directors
A. Negoita
O. Jinga
A. Danescu
C. Schuh
B A Blume
(Appointed 30 May 2023)
I C Brun
(Appointed 21 November 2023)
M Rager
(Appointed 26 June 2024)
Company number
09448674
Registered office
Westbourne Studios
Room WE126.7
242 Acklam Road
Portobello
London
W10 5JJ
Accountants
Moore Kingston Smith LLP
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Dexory Limited
Contents
Page
Balance sheet
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 12
Dexory Limited
Balance Sheet
As at 31 March 2024
31 March 2024
Page 1
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
7,256
8,118
Tangible assets
4
3,327,141
254,389
Investments
5
9
-
0
3,334,406
262,507
Current assets
Stock
1,186,711
-
Debtors
6
1,967,606
466,655
Cash at bank and in hand
6,062,721
5,920,519
9,217,038
6,387,174
Creditors: amounts falling due within one year
7
(2,808,526)
(247,198)
Net current assets
6,408,512
6,139,976
Total assets less current liabilities
9,742,918
6,402,483
Creditors: amounts falling due after more than one year
8
(64,371)
-
0
Net assets
9,678,547
6,402,483
Capital and reserves
Called up share capital
10
286
215
Share premium account
28,046,582
12,727,787
Profit and loss reserves
(18,368,321)
(6,325,519)
Total equity
9,678,547
6,402,483

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

For the financial year ended 31 March 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

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.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

Dexory Limited
Balance Sheet (Continued)
As at 31 March 2024
31 March 2024
Page 2
The financial statements were approved by the board of directors and authorised for issue on 16 January 2025 and are signed on its behalf by:
A. Negoita
A. Danescu
Director
Director
Company Registration No. 09448674
Dexory Limited
Statement of Changes in Equity
For the year ended 31 March 2024
Page 3
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2022
152
2,099,853
(1,985,019)
114,986
Year ended 31 March 2023:
Loss and total comprehensive income for the year
-
-
(4,340,500)
(4,340,500)
Issue of share capital
10
63
10,627,934
-
10,627,997
Balance at 31 March 2023
215
12,727,787
(6,325,519)
6,402,483
Year ended 31 March 2024:
Loss and total comprehensive income for the year
-
-
(12,042,802)
(12,042,802)
Issue of share capital
10
71
15,318,795
-
15,318,866
Balance at 31 March 2024
286
28,046,582
(18,368,321)
9,678,547
Dexory Limited
Notes to the Financial Statements
For the year ended 31 March 2024
Page 4
1
Accounting policies
Company information

Dexory Limited is a private company limited by shares incorporated in England and Wales. The registered office is Westbourne Studios, Room WE126.7, 242 Acklam Road, Portobello, London, W10 5JJ.

1.1
Accounting convention

These financial statements have been prepared in accordance with Section 1A of 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 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.

1.2
Going concern

These financial statements are prepared on a going concern basis. During the year, the company made a loss of £true12,042,802 and as at the balance sheet date had net assets of £9,678,547.

 

As detailed in note 11 to the financial statements, the company raised equity capital post year end. Based upon current forecasts and projections, the directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future and have prepared the accounts on a going concern basis.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and 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.

 

Revenue for services provided is recognised when work has been completed. Revenue for licences is recognised over the period of the licence.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

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:

Domain name
10 years straight line
1.6
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.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 5

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:

Leasehold improvements
2 years straight line basis
Plant and equipment
3 - 5 years straight line basis
Fixtures and fittings
3 years straight line basis
Computers
3 years straight line basis
Motor vehicles
25% 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 asset, and is credited or charged to profit or loss.

1.7
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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
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.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 6

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.

1.9
Stock

Stock are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stock to their present location and condition.

 

Stock held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Cash at bank and in hand

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.

1.11
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 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.

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.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 7
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 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 recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.12
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.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

1.13
Taxation

The tax expense represents the sum of the tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

1.14
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.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
1
Accounting policies
(Continued)
Page 8
1.16
Share-based payments

The fair value of equity-settled share based payments to employees is determined at the date of grant and is expensed on a straight-line basis over the vesting period, based on the company's estimate of shares or options that will eventually vest.

 

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

In case of a cancellation where employees leave the company and vesting conditions are not met, all amounts already recognised are reversed to the profit and loss account.

1.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 9
2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Total
92
26
3
Intangible fixed assets
Domain name
£
Cost
At 1 April 2023 and 31 March 2024
8,616
Amortisation and impairment
At 1 April 2023
498
Amortisation charged for the year
862
At 31 March 2024
1,360
Carrying amount
At 31 March 2024
7,256
At 31 March 2023
8,118
Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 10
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 April 2023
10,033
320,169
330,202
Additions
271,680
3,228,280
3,499,960
Disposals
-
0
(31,998)
(31,998)
At 31 March 2024
281,713
3,516,451
3,798,164
Depreciation and impairment
At 1 April 2023
10,033
65,780
75,813
Depreciation charged in the year
46,839
354,371
401,210
Eliminated in respect of disposals
-
0
(6,000)
(6,000)
At 31 March 2024
56,872
414,151
471,023
Carrying amount
At 31 March 2024
224,841
3,102,300
3,327,141
At 31 March 2023
-
0
254,389
254,389
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings and participating interests
9
-
0
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 April 2023
-
Additions
9
At 31 March 2024
9
Carrying amount
At 31 March 2024
9
At 31 March 2023
-
Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 11
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
731,133
16,000
Amounts owed by group undertakings
348,141
211,499
Other debtors
593,811
157,823
Prepayments and accrued income
294,521
81,333
1,967,606
466,655
7
Creditors: amounts falling due within one year
2024
2023
£
£
Obligations under finance leases
17,964
-
0
Trade creditors
1,621,123
150,011
Taxation and social security
495,492
-
0
Other creditors
673,947
97,187
2,808,526
247,198
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Obligations under finance leases
64,371
-
9
Share-based payment transactions

A total of 169,655 options have been granted at various dates. Option holders acquire the right to exercise the options over a period of 10 years from the date of the deed assuming they continue to be employed by the company. The exercise price is £0.0001 per share. Options lapse on the tenth anniversary of the deed.

 

No share based payment expense has been recognised in the year as in the opinion of the directors this is not material.

Dexory Limited
Notes to the Financial Statements (Continued)
For the year ended 31 March 2024
Page 12
10
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £0.0001 each
1,019,700
1,019,700
102
102
Ordinary A shares of £0.0001 each
65,048
65,048
6
6
Seed shares of £0.0001 each
435,100
435,100
44
44
Seed 2 shares of £0.0001 each
631,672
628,850
63
63
Series A of £0.0001 each
704,833
-
71
-
2,856,353
2,148,698
286
215

Ordinary shares: Each share is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution, declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

Ordinary A shares: Each share is not entitled to vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution, declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

Seed shares: Each share is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution, declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

Seed Shares -2: Each share is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution,declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

Series A shares: Each share is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution, declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

Series B shares: Each share is entitled to one vote in any circumstances. Each share is entitled pari passu to dividend payments or any other distribution, declared or paid on the class of equity shares. The shares are not redeemable or liable to be redeemed at the option of the company or the shareholder.

 

The order of priority to participate in a distribution arising from a winding up of the company (subject to amounts conferred by the articles of association) is first to the holders of the Deferred shares, second to the holders of the Series B shares, third to the holders of the Series A shares and Seed-2 shares (as if they constituted one class), fourth to the holders of the Seed shares and the balance to be distributed to the holders of the Ordinary shares.

 

 

 

11
Events after the reporting date

Post year end the company raised substantial equity funding.

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