REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2024 |
FOR |
SOLACE GLOBAL CYBER LTD |
REGISTERED NUMBER: |
UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2024 |
FOR |
SOLACE GLOBAL CYBER LTD |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MAY 2024 |
Page |
Balance sheet | 1 |
Notes to the financial statements | 2 |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
BALANCE SHEET |
31 MAY 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
Fixed assets |
Tangible assets | 4 |
Current assets |
Debtors | 5 |
Cash at bank |
Creditors |
Amounts falling due within one year | 6 |
Net current assets/(liabilities) | ( |
) |
Total assets less current liabilities |
Provisions for liabilities | 7 |
Net assets |
Capital and reserves |
Called up share capital | 8 |
Retained earnings |
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. |
The financial statements were approved by the Board of Directors and authorised for issue on |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 31 MAY 2024 |
1. | Statutory information |
Solace Global Cyber Ltd is a private company, limited by shares, registered in England and Wales. The company's registered number is 08830710. Second Floor, Twin Sails House, 34-40 West Quay Road, Poole, Dorset, BH15 1JF. |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | Accounting policies |
Basis of preparing the financial statements |
Turnover |
Turnover represents amounts receivable, excluding value added tax, in respect of hardware and software sales in the ordinary course of business. Hardware and resaleble software turnover is recognised at the point of sale to the customer. Software services provided are recognised as turnover over the life of the service contracts. |
Tangible fixed assets |
Short leasehold | - |
Fixtures and fittings | - |
Motor vehicles | - |
Computer equipment | - |
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 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. |
Hire purchase and 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. |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MAY 2024 |
2. | Accounting policies - continued |
Financial instruments |
Basic financial instruments are initially recognised at transaction price and accounted for according to the substance of the contractual arrangement, as either financial assets, liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company, after deducting all liabilities. |
At each balance sheet date, financial instruments are measured at amortised cost using the effective interest method. Any losses arising from impairment are recognised in the profit and loss account in the period to which they relate. |
3. | Employees and directors |
The average number of employees during the year was |
4. | Tangible fixed assets |
Fixtures |
Short | and | Motor | Computer |
leasehold | fittings | vehicles | equipment | Totals |
£ | £ | £ | £ | £ |
Cost |
At 1 June 2023 |
Additions |
Disposals | ( |
) | ( |
) | ( |
) |
At 31 May 2024 |
Depreciation |
At 1 June 2023 |
Charge for year |
Eliminated on disposal | ( |
) | ( |
) | ( |
) |
At 31 May 2024 |
Net book value |
At 31 May 2024 |
At 31 May 2023 |
5. | Debtors: amounts falling due within one year |
2024 | 2023 |
£ | £ |
Trade debtors |
Other debtors |
Tax |
Prepayments and accrued income |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MAY 2024 |
6. | Creditors: amounts falling due within one year |
2024 | 2023 |
£ | £ |
Trade creditors |
Tax |
Social security and other taxes |
VAT | 182,934 | 54,050 |
Other creditors |
Accruals and deferred income |
7. | Provisions for liabilities |
2024 | 2023 |
£ | £ |
Deferred tax | 54,002 | - |
Deferred |
tax |
£ |
Charge to Income statement during year |
Balance at 31 May 2024 |
8. | Called up share capital |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary | £1 | 9,800 | 2,550 |
7,250 Ordinary shares of £1 were issued during the year |
9. | Ultimate controlling party |
None of the shareholders of the company hold a majority interest and therefore no individual is deemed to exercise ultimate control. |
SOLACE GLOBAL CYBER LTD (REGISTERED NUMBER: 08830710) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 31 MAY 2024 |
10. | Share-based payment transactions |
On 17 April 2023, the company granted 5,242 enterprise management incentive share options to 6 key employees and a further 19 share options carrying the same rights and restrictions to a third party. It also granted a further 2,050 share options to another third party on the same date. On 1 March 2024, a further 519 enterprise management incentive share options were granted to a further employee. |
Of these options, 7,450 vest immediately, whilst 380 may only vest on the date on which an 'Exit' occurs if the proceeds of such exit exceeds an amount set out in the option scheme rules. An 'Exit' is defined in the option agreement as either a share sale, or an asset sale, or a listing. |
All options have been granted with no maximum term. However, 5,780 options have been granted with the proviso that if the holder leaves employment with the company and subject to the provisions relating to a termination of employment in the option agreement, they may then be prohibited from exercising their option. |
On exercise, all options are to be settled in full by the issue of equity in the company in the form of Ordinary shares. |
Option transactions in the year at 31 May 2024 were as follows: |
At 1 June 2023 | Granted in the year | Forfeited in the year | Exercised during the year | At 31 May 2024 | Exercisable at 31 May 2024 |
EMI options | 5,242 | 519 | - | (5,200 | ) | 561 | 200 |
Other options | 2,069 | - | - | (2,050 | ) | 19 | - |
Weighted average exercise price (£) | 1 | 12 | - | 1 | 11 | 1 |
The fair value of the exercisable equity instruments granted in the year was measured by valuing the call price on the EMI options using the Black Scholes Option Pricing Model. As there is no observable market nor any recent transactions in the share options, this valuation method is considered to be the most appropriate to comply with the requirements of FRS102 s26.11. |
During the year, exercisable share options were valued at £nil on the grant date using the method above. Therefore no expense or increase in equity for instruments exercisable at 31 May 2024 has been recognised in the financial statements of the company. |
At 31 May 2024, the director does not consider it probable that an 'Exit' will occur within the service period of 'employment - as defined in the scheme rules - of the option holders. As such, for the 380 share options with vesting conditions relating to an 'Exit', the share-based payment recognition conditions in FRS 102.26.3 to 102.26.6 have not been satisfied and no equity instruments have been recognised in the financial statements of the company. On this basis, these share-based payment transactions do not have any effect on the company's profit or loss, nor its financial position. |