Howbout Ltd
Unaudited Financial Statements
For the year ended 31 December 2024
Pages for Filing with Registrar
Company Registration No. 11962821 (England and Wales)
Howbout Ltd
Company Information
Directors
N V Tanna
D M Cowan
J N J Jenner
C L Nooriala
S Singh
C Chien
(Appointed 28 August 2024)
Company number
11962821
Registered office
Runway East 52 Tabernacle Street
Shoreditch
London
England
EC2A 4NJ
Accountants
Moore Kingston Smith LLP
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Howbout Ltd
Contents
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 9
Howbout Ltd
Balance Sheet
As at 31 December 2024
31 December 2024
Page 1
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
3
1,162,940
653,590
Tangible assets
4
11,221
12,843
1,174,161
666,433
Current assets
Debtors
5
142,247
148,003
Cash at bank and in hand
5,435,206
1,473,947
5,577,453
1,621,950
Creditors: amounts falling due within one year
6
(56,664)
(72,184)
Net current assets
5,520,789
1,549,766
Net assets
6,694,950
2,216,199
Capital and reserves
Called up share capital
8
21
16
Share premium account
10,050,042
2,511,635
Other reserves
26,234
1,538,407
Profit and loss reserves
(3,381,347)
(1,833,859)
Total equity
6,694,950
2,216,199

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 December 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.

Howbout Ltd
Balance Sheet (Continued)
As at 31 December 2024
31 December 2024
Page 2
The financial statements were approved by the board of directors and authorised for issue on 17 April 2025 and are signed on its behalf by:
N V Tanna
J N J Jenner
Director
Director
Company Registration No. 11962821
Howbout Ltd
Notes to the Financial Statements
For the year ended 31 December 2024
Page 3
1
Accounting policies
Company information

Howbout Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Runway East 52 Tabernacle Street, Shoreditch, London, England, EC2A 4NJ.

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 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.

These financial statements for the year ended 31 December 2024 are the first financial statements of Howbout Ltd prepared in accordance with FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. The date of transition to FRS 102 was 1 January 2024. The reported financial position and financial performance for the previous period are not affected by the transition to FRS 102.

1.2
Going concern

The Directors have considered the appropriateness of preparing the financial statements on a going concern basis, taking into account the Company’s current financial position and future business plans.true

The Company is a technology startup that has invested significantly in the development of its proprietary platform. These investments have been funded primarily through share capital raised from equity investors. As is common in the early stages of high-growth technology ventures, the Company has not yet achieved operating profitability, but has focused on building and refining its core technologies, positioning itself for future commercial success.

 

The Directors have prepared detailed financial forecasts and cash flow projections, taking into account current resources and planned business activities. These forecasts indicate that the Company has adequate financial resources to continue in operational existence for at least the next 12 months from the date of approval of the financial statements.

 

The Directors are confident in the Company's ability to monetise its technology and intellectual property through targeted commercial activities, strategic partnerships, and/or customer acquisition over the near to medium term. Furthermore, the Company maintains flexibility in managing its cost base and has demonstrated access to capital markets, providing additional avenues of support should further funding be required.

 

Accordingly, the Directors continue to adopt the going concern basis in preparing these financial statements.

1.3
Intangible fixed assets other than goodwill

Software development costs, which are capitalised costs incurred for the development of the software platform are initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at cost less accumulated impairment losses.

Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 4

On the basis that the software platform is still in development, amortisation is not recognised so as to write off the cost or valuation of assets less their residual values over their useful lives.

1.4
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.

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:

Fixtures and fittings
10% straight line
Computers
33% 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.

1.5
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.

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.

1.6
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.

Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 5
1.7
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.

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.

1.8
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.

1.9
Taxation

The tax repayable represents sum of the tax repayable based on R&D tax credits due.

Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 6
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.

1.10
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.

1.11
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

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.

1.12
Leases

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.

2
Employees

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

2024
2023
Number
Number
Total
14
12
Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 7
3
Intangible fixed assets
Software development
£
Cost
At 1 January 2024
653,590
Additions
509,350
At 31 December 2024
1,162,940
Amortisation and impairment
At 1 January 2024 and 31 December 2024
-
0
Carrying amount
At 31 December 2024
1,162,940
At 31 December 2023
653,590

As at the reporting date, the Company’s core product remains under active development and has not yet reached the stage of being available for use. The product is in a pre-revenue phase and as such no amortisation has been charged in respect of capitalised development costs for the year ended 2024.

 

4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2024
22,794
Additions
5,167
At 31 December 2024
27,961
Depreciation and impairment
At 1 January 2024
9,951
Depreciation charged in the year
6,789
At 31 December 2024
16,740
Carrying amount
At 31 December 2024
11,221
At 31 December 2023
12,843
Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
Page 8
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
98,570
120,171
Other debtors
39,894
18,395
Prepayments and accrued income
3,783
9,437
142,247
148,003
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
-
0
6,234
Taxation and social security
38,178
26,381
Other creditors
-
19,389
Accruals and deferred income
18,486
20,180
56,664
72,184
7
Share-based payment transactions

3,290,512 (1,332,714: 2023) share options were outstanding at 31 December 2024 which had an exercise price ranging from £0.000001 to £0.005, and a remaining contractual life of 10 years.

Liabilities and expenses

During the year, the company recognised a total share-based payment expense of £26,234 (2023 - £Nil) which related to equity settled share based payment transactions.

8
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.000001p each
13,224,447
13,025,221
14
14
Howbout Ltd
Notes to the Financial Statements (Continued)
For the year ended 31 December 2024
8
Called up share capital
(Continued)
Page 9
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Seed preferred of 0.000001p each
2,166,668
2,166,668
2
2
Series A-1 of 0.000001p each
4,123,019
-
4
-
Series A-2 of 0.000001p each
1,337,042
-
1
-
7,626,729
2,166,668
7
2
Preference shares classified as equity
7
2
Total equity share capital
21
16
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