IRIS Accounts Production v24.2.0.383 SC617826 Board of Directors 1.6.23 31.5.24 31.5.24 false true false false false true false iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWhSC6178262023-05-31SC6178262024-05-31SC6178262023-06-012024-05-31SC6178262022-05-31SC6178262022-06-012023-05-31SC6178262023-05-31SC617826ns15:Scotland2023-06-012024-05-31SC617826ns14:PoundSterling2023-06-012024-05-31SC617826ns10:Director12023-06-012024-05-31SC617826ns10:PrivateLimitedCompanyLtd2023-06-012024-05-31SC617826ns10:SmallEntities2023-06-012024-05-31SC617826ns10:AuditExemptWithAccountantsReport2023-06-012024-05-31SC617826ns10:SmallCompaniesRegimeForDirectorsReport2023-06-012024-05-31SC617826ns10:SmallCompaniesRegimeForAccounts2023-06-012024-05-31SC617826ns10:FullAccounts2023-06-012024-05-31SC61782612023-06-012024-05-31SC617826ns10:Director22023-06-012024-05-31SC617826ns10:Director32023-06-012024-05-31SC617826ns10:Director42023-06-012024-05-31SC617826ns10:Director52023-06-012024-05-31SC617826ns10:Director62023-06-012024-05-31SC617826ns10:Director72023-06-012024-05-31SC617826ns10:CompanySecretary12023-06-012024-05-31SC617826ns10:RegisteredOffice2023-06-012024-05-31SC617826ns5:CurrentFinancialInstruments2024-05-31SC617826ns5:CurrentFinancialInstruments2023-05-31SC617826ns5:ShareCapital2024-05-31SC617826ns5:ShareCapital2023-05-31SC617826ns5:SharePremium2024-05-31SC617826ns5:SharePremium2023-05-31SC617826ns5:FurtherSpecificReserve2ComponentTotalEquity2024-05-31SC617826ns5:FurtherSpecificReserve2ComponentTotalEquity2023-05-31SC617826ns5:RetainedEarningsAccumulatedLosses2024-05-31SC617826ns5:RetainedEarningsAccumulatedLosses2023-05-31SC617826ns5:IntangibleAssetsOtherThanGoodwill2023-06-012024-05-31SC617826ns5:PatentsTrademarksLicencesConcessionsSimilar2023-06-012024-05-31SC617826ns5:IntangibleAssetsOtherThanGoodwill2023-05-31SC617826ns5:IntangibleAssetsOtherThanGoodwill2024-05-31SC617826ns5:IntangibleAssetsOtherThanGoodwill2023-05-31SC617826ns5:CurrentFinancialInstrumentsns5:WithinOneYear2024-05-31SC617826ns5:CurrentFinancialInstrumentsns5:WithinOneYear2023-05-31
REGISTERED NUMBER: SC617826 (Scotland)















Isol8 (Holdings) Limited

Financial Statements For The Year Ended 31 May 2024






Isol8 (Holdings) Limited (Registered number: SC617826)






Contents of the Financial Statements
For The Year Ended 31 May 2024




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 4

Chartered Accountants' Report 8

Isol8 (Holdings) Limited

Company Information
For The Year Ended 31 May 2024







DIRECTORS: M J Fleming
D A Harcus
J W Laidlaw
A Louden
W E Lowry
R J Pugh
S E Ferguson





SECRETARY: LC Secretaries Ltd





REGISTERED OFFICE: Johnstone House
52-54 Rose Street
Aberdeen
AB10 1HA





REGISTERED NUMBER: SC617826 (Scotland)





ACCOUNTANTS: The Long Partnership
Park House Centre
South Street
Elgin
IV30 1JB

Isol8 (Holdings) Limited (Registered number: SC617826)

Balance Sheet
31 May 2024

31.5.24 31.5.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 4 188,278 136,119
Investments 5 8,332 8,332
196,610 144,451

CURRENT ASSETS
Debtors 6 5,251,668 5,349,947

CREDITORS
Amounts falling due within one year 7 1,001 1,669,485
NET CURRENT ASSETS 5,250,667 3,680,462
TOTAL ASSETS LESS CURRENT
LIABILITIES

5,447,277

3,824,913

CAPITAL AND RESERVES
Called up share capital 8 25,605 21,455
Share premium 5,995,875 4,340,025
FRS102 Share based payment 1,143,112 863,877
Retained earnings (1,717,315 ) (1,400,444 )
SHAREHOLDERS' FUNDS 5,447,277 3,824,913

Isol8 (Holdings) Limited (Registered number: SC617826)

Balance Sheet - continued
31 May 2024


The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 May 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 May 2024 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.

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 28 October 2024 and were signed on its behalf by:





A Louden - Director


Isol8 (Holdings) Limited (Registered number: SC617826)

Notes to the Financial Statements
For The Year Ended 31 May 2024

1. STATUTORY INFORMATION

Isol8 (Holdings) Limited is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

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.

Preparation of consolidated financial statements
The financial statements contain information about Isol8 (Holdings) 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.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents and licences are being amortised evenly over their estimated useful life of ten years.

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

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.

Deferred tax
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.

Isol8 (Holdings) Limited (Registered number: SC617826)

Notes to the Financial Statements - continued
For The Year Ended 31 May 2024

2. ACCOUNTING POLICIES - continued

Shared based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the Income Statement over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Isol8 group keeping the scheme open or the employee maintaining any contributions required by the scheme).

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to the Income Statement over the remaining vesting period.

Where equity instruments are granted to persons other than employees, the Income Statement is charged with the fair value of goods and services received.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2023 - 3 ) .

4. INTANGIBLE FIXED ASSETS
Other
intangible
assets
£   
COST
At 1 June 2023 173,815
Additions 73,445
At 31 May 2024 247,260
AMORTISATION
At 1 June 2023 37,696
Charge for year 21,286
At 31 May 2024 58,982
NET BOOK VALUE
At 31 May 2024 188,278
At 31 May 2023 136,119

5. FIXED ASSET INVESTMENTS

In the year to 31 May 2020, the company acquired 100% of the issued share capital in Isol8 Ltd for £5000 and 100% of the common stock in Isol8 Inc for £3332.

Isol8 Ltd is incorporated in Scotland. Isol8 Inc is incorporated in the USA.

Isol8 (Holdings) Limited (Registered number: SC617826)

Notes to the Financial Statements - continued
For The Year Ended 31 May 2024

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.5.24 31.5.23
£    £   
Amounts owed by participating interests 5,100,076 5,198,355
Other debtors 151,592 151,592
5,251,668 5,349,947

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.5.24 31.5.23
£    £   
Taxation and social security - 8,484
Other creditors 1,001 1,661,001
1,001 1,669,485

8. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:
Nominal
Value

31.5.24

31.5.23
£    £   
14,835 Ordinary £1 14,835 14,835
5,604 A Ordinary £1 9,754 5,604
215 B Ordinary £1 215 215
250 C Ordinary £1 250 250
63 D Ordinary £1 63 63
250 E Ordinary £1 250 250
238 F Ordinary £1 238 238
25,605 21,455

During the year 4150 A Ordinary £1 shares in the company were issued at a total premium of £1,655,850

9. RELATED PARTY DISCLOSURES

D A Harcus
is a director in the company.


The company has given the director an interest free loan. The repayment date of the loan is the earlier of an exit or 20th January 2030, or such other date that may be agreed.

31.5.24 31.5.23
£    £   
Amount due from related party at the balance sheet date 108,006 108,006

Isol8 (Holdings) Limited (Registered number: SC617826)

Notes to the Financial Statements - continued
For The Year Ended 31 May 2024

10. SHARE-BASED PAYMENT TRANSACTIONS

During the year, the Company operated an Enterprise Management Incentive (EMI) scheme. The scheme provides for certain employees of the Group to exercise ordinary share options in the future if certain conditions are met. At 31 May 2024, no options had been exercised.

At 31 May 2024, the maximum number of ordinary shares exercisable, from awards made during the year was nil (2023: nil).

11. SHARE OPTION

During the year, the following options to acquire A Ordinary Shares were purchased:

Acquirer A Ordinary Shares Price per share £ Price paid £

BGF UK Enterprise Fund 1
Nominees Ltd 349 400 139,600
BGF Nominees Ltd 3,801 400 1,520,400
4,150 1,660,000

These options were exercised on all 4,150 A Ordinary shares on 12th July 2023.

Chartered Accountants' Report to the Board of Directors
on the Unaudited Financial Statements of
Isol8 (Holdings) Limited

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance Sheet. Readers are cautioned that the Income Statement and certain other primary statements and the Report of the Directors are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Isol8 (Holdings) Limited for the year ended 31 May 2024 which comprise the Income Statement, Balance Sheet and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Isol8 (Holdings) Limited, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Isol8 (Holdings) Limited and state those matters that we have agreed to state to the Board of Directors of Isol8 (Holdings) Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Isol8 (Holdings) Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Isol8 (Holdings) Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Isol8 (Holdings) Limited. You consider that Isol8 (Holdings) Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Isol8 (Holdings) Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.






The Long Partnership
Park House Centre
South Street
Elgin
IV30 1JB


28 October 2024