Registered number: 13028897
ROCKWALLET HOLDINGS LIMITED
UNAUDITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2023
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ROCKWALLET HOLDINGS LIMITED
REGISTERED NUMBER: 13028897
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Capital contribution reserve
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ROCKWALLET HOLDINGS LIMITED
REGISTERED NUMBER: 13028897
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
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 financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 5 to 10 form part of these financial statements.
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ROCKWALLET HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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Capital contribution reserve
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Comprehensive income for the year
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Contributions by and distributions to owners
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Shares issued during the year
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Capital contribution movement
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Total transactions with owners
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The notes on pages 5 to 10 form part of these financial statements.
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ROCKWALLET HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
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Capital redemption reserve
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Comprehensive income for the year
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Contributions by and distributions to owners
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Capital contribution received
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Total transactions with owners
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The notes on pages 5 to 10 form part of these financial statements.
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
RockWallet Holdings Limited (the 'Company') is a private company, limited by shares and incorporated in England and Wales. The address of the registered office is 30 Old Bailey, London, EC4M 7AU.
The Company's registered number is 13028897.
The Company's principal activity is that of a holding company.
The functional currency of the Company is Pounds Sterling as this is the currency of the primary economic environment in which the Company operates. Monetary amounts in these financial statements are rounded to the nearest £.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The following principal accounting policies have been applied:
The Director's have considered the budgets and cashflow forecasts for the Company and confirmed that the Company will be able to meet its liabilities as they fall due and so the financial statements have been prepared on a going concern basis.
At the date of signing the financial statements, the Directors conclude that the Company can continue to adopt the going concern basis of preparation for the financial statements due to full financial support available from the UBO.
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
Investments in subsidiaries are measured at cost less accumulated impairment.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.
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The average monthly number of employees, including directors, during the year was 2 (2022 - 2).
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Investments in subsidiary companies
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Amounts owed by group undertakings
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Amounts owed by associated undertakings
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The amounts due by group and associated undertakings have no fixed repayment terms and no interest payable.
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Cash and cash equivalents
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Amounts owed to associated undertakings
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Accruals and deferred income
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The amounts due to group and associated undertakings have no fixed repayment terms and no interest payable.
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Allotted, called up and fully paid
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116,000 (2022 - 60,000) Ordinary shares of £0.001 each
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The Shareholder has provided capital contributions in 2023, the intention of which was that this formed part of the long term capital base of the company. In order to formally recognise this, 55,925 ordinary shares were issued on 20 December 2023 and fully paid at a premium of £99.999. As a result, the capital contributions of £5,592,524.95 will be transferred to share capital £55.93 and share premium £5,592,469.02.
Share premium account
This reserve represents the excess amount received above the par value of the amount of the shares issued.
Capital contribution reserve
This reserve represents the capital contributions received by the Company.
Profit and loss account
This reserve represents the cumulative profits and losses, after payment of dividends.
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ROCKWALLET HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
We continue to review the appropriateness of the classification of the Company's cryptocurrency assets, and we have deemed it appropriate to recategorise the cryptocurrency assets from cash and cash equivalents to other current assets.
The foreign exchange movements on the retranslation of year end balances has also been reclassified to administration expenses, rather than as other comprehensive income.
These restatements have had no impact on the profit and loss account previously reported for 31 December 2022 of £43,133 or the retained profit and loss account of (£614,357).
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Related party transactions
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The Company has taken advantage of the exemption available in accordance with FRS 102 Section 1A Appendix C.34-36 'Related party disclosure' of FRS 102 not to disclose transactions entered into between two or more members of a group that are wholly owned.
As at the balance sheet date, the Company was owed £392,696 (2022 - £413,169) from Bayes Alpha Limited, a company related by the shareholders of each entity. This amount holds no fixed repayment terms and accrues no interest. It is therefore deemed to be repayable on demand and disclosed in "amounts owed by associated undertakings" in note 5 accordingly.
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