Company registration number 13431655 (England and Wales)
SONA TECHNOLOGIES LTD
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
PAGES FOR FILING WITH REGISTRAR
SONA TECHNOLOGIES LTD
BALANCE SHEET
AS AT
31 JANUARY 2024
31 January 2024
- 1 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
3,215
3,631
Tangible assets
4
89,416
60,272
Investments
5
253,445
253,445
346,076
317,348
Current assets
Debtors
6
1,065,734
760,342
Cash at bank and in hand
1,850,229
4,261,119
2,915,963
5,021,461
Creditors: amounts falling due within one year
7
(2,558,213)
(631,982)
Net current assets
357,750
4,389,479
Total assets less current liabilities
703,826
4,706,827
Creditors: amounts falling due after more than one year
8
(2,837,509)
-
0
Net (liabilities)/assets
(2,133,683)
4,706,827
Capital and reserves
Called up share capital
11
3,109
3,109
Share premium account
12
8,610,831
8,610,831
Equity reserve
262,436
-
0
Other reserves
13
241,530
141,287
Profit and loss reserves
(11,251,589)
(4,048,400)
Total equity
(2,133,683)
4,706,827

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 January 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.

SONA TECHNOLOGIES LTD
BALANCE SHEET (CONTINUED)
AS AT
31 JANUARY 2024
31 January 2024
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 20 January 2025 and are signed on its behalf by:
O H Johnson
Director
Company Registration No. 13431655
SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
- 3 -
1
Accounting policies
Company information

Sona Technologies Ltd is a private company, limited by shares incorporated in England and Wales. The registered office is C/O Buckworths, 1-3 Worship Street, London, EC2A 2AB.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The company meets its working capital requirements through the support of investors. The directors believe the company remains financially stable with this full support.true

 

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The company generates substantially the majority of its revenue from subscription services, which comprise of subscription fees from customers. Subscription service arrangements are generally non-cancellable and do not provide refunds to customers in the event of cancellations or any other right of return.

Turnover from subscriptions is recognised on a rateable basis over the contractual subscription term of the arrangement beginning on the date that our service is made available to the customer. Invoices raised in advance of services being rendered are recorded as deferred income.

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

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 4 -

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
10 year straight line
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
5 year straight line
Computer equipment
3 year straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.7
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.8
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.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
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.

SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, 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.

1.11
Compound instruments

The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity 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. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

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.

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.

SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
1
Accounting policies
(Continued)
- 6 -
1.15
Retirement benefits

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

1.16
Share-based payments

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.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.17
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.

2
Employees

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

2024
2023
Number
Number
Total
47
18
3
Intangible fixed assets
Domain
£
Cost
At 1 February 2023 and 31 January 2024
4,163
Amortisation and impairment
At 1 February 2023
532
Amortisation charged for the year
416
At 31 January 2024
948
Carrying amount
At 31 January 2024
3,215
At 31 January 2023
3,631
SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 7 -
4
Tangible fixed assets
Fixtures and fittings
Computer equipment
Total
£
£
£
Cost
At 1 February 2023
3,788
77,964
81,752
Additions
4,343
60,484
64,827
At 31 January 2024
8,131
138,448
146,579
Depreciation and impairment
At 1 February 2023
677
20,803
21,480
Depreciation charged in the year
1,252
34,431
35,683
At 31 January 2024
1,929
55,234
57,163
Carrying amount
At 31 January 2024
6,202
83,214
89,416
At 31 January 2023
3,111
57,161
60,272
5
Fixed asset investments
2024
2023
£
£
Shares in group undertakings
253,445
253,445
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
407,081
262,186
Corporation tax recoverable
224,591
351,402
Other debtors
51,124
9,451
Prepayments and accrued income
252,481
97,392
935,277
720,431
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
130,457
39,911
Total debtors
1,065,734
760,342
SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 8 -
7
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
174,401
56,218
Amounts owed to group undertakings
1,245,625
142,824
Taxation and social security
113,499
71,101
Deferred income
604,059
294,891
Other creditors
84,431
18,959
Accruals
336,198
47,989
2,558,213
631,982
8
Creditors: amounts falling due after more than one year
2024
2023
£
£
Convertible loans
2,837,509
-
0
9
Convertible loan notes
2024
2023
£
£
Liability component of convertible loan notes
2,837,509
-

The net proceeds received from the issue of the convertible loan notes have been split between the financial liability element and an equity component, representing the fair value of the embedded option to convert the financial liability into equity.

The liability component is measured at amortised cost, and the difference between the carrying amount of the liability at the date of issue and the amount reported in the Balance Sheet represents the effective interest rate less interest paid to that date.

The effective rate of interest is 4%.

The equity component of the convertible loan notes has been credited to the equity reserve.

10
Share-based payments

The company had share options brought forward of 104,830 and granted share options totalling 52,415 during the year leaving a balance of 157,245 share options carried forward. At the year end, the conditions around the exercise had not been met so all options remained outstanding.

 

The fair value of the share options is derived from market data. The key inputs in determining the fair value of the share options at the grant date are share price derived from market valuations, discount due to lack of marketability and expected dividend yield. Service conditions are not considered in the grant date fair value.

 

During the year, the company recognised total share-based payment expenses of £100,243 (2023 - £141,287) which related to equity settled share based payment transactions.

 

SONA TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024
- 9 -
11
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
194,895
194,895
1,949
1,949
Seed preferred shares of 1p each
37,680
37,680
377
377
Series seed preferred shares of 1p each
78,338
78,338
783
783
310,913
310,913
3,109
3,109

The rights attached to each class of share can be found at Companies House.

12
Share premium account

This reserve records the amount above the nominal value received for shares sold, less transaction costs.

13
Other reserves
2024
2023
£
£
At the beginning of the year
141,287
-
Additions
100,243
141,287
At the end of the year
241,530
141,287

The other reserves relate to share based payment reserves.

2024-01-312023-02-01falsefalsefalse21 January 2025CCH SoftwareCCH Accounts Production 2024.310No description of principal activityB DixonS W PetersenO H Johnson134316552023-02-012024-01-31134316552024-01-31134316552023-01-3113431655core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2024-01-3113431655core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-01-3113431655core:FurnitureFittings2024-01-3113431655core:ComputerEquipment2024-01-3113431655core:FurnitureFittings2023-01-3113431655core:ComputerEquipment2023-01-3113431655core:CurrentFinancialInstrumentscore:WithinOneYear2024-01-3113431655core:CurrentFinancialInstrumentscore:WithinOneYear2023-01-3113431655core:Non-currentFinancialInstrumentscore:AfterOneYear2024-01-3113431655core:Non-currentFinancialInstrumentscore:AfterOneYear2023-01-3113431655core:CurrentFinancialInstruments2024-01-3113431655core:CurrentFinancialInstruments2023-01-3113431655core:ShareCapital2024-01-3113431655core:ShareCapital2023-01-3113431655core:SharePremium2024-01-3113431655core:SharePremium2023-01-3113431655core:OtherReservesSubtotal2024-01-3113431655core:OtherReservesSubtotal2023-01-3113431655core:OtherMiscellaneousReserve2024-01-3113431655core:OtherMiscellaneousReserve2023-01-3113431655core:RetainedEarningsAccumulatedLosses2024-01-3113431655core:RetainedEarningsAccumulatedLosses2023-01-3113431655core:ShareCapitalOrdinaryShares2024-01-3113431655core:ShareCapitalOrdinaryShares2023-01-3113431655bus:Director32023-02-012024-01-3113431655core:IntangibleAssetsOtherThanGoodwill2023-02-012024-01-3113431655core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-02-012024-01-3113431655core:FurnitureFittings2023-02-012024-01-3113431655core:ComputerEquipment2023-02-012024-01-31134316552022-02-012023-01-3113431655core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-01-3113431655core:FurnitureFittings2023-01-3113431655core:ComputerEquipment2023-01-31134316552023-01-3113431655core:Non-currentFinancialInstruments2024-01-3113431655core:Non-currentFinancialInstruments2023-01-3113431655core:OtherReservesSubtotal2023-02-012024-01-3113431655bus:PrivateLimitedCompanyLtd2023-02-012024-01-3113431655bus:SmallCompaniesRegimeForAccounts2023-02-012024-01-3113431655bus:FRS1022023-02-012024-01-3113431655bus:AuditExemptWithAccountantsReport2023-02-012024-01-3113431655bus:Director12023-02-012024-01-3113431655bus:Director22023-02-012024-01-3113431655bus:FullAccounts2023-02-012024-01-31xbrli:purexbrli:sharesiso4217:GBP