Silverfin false 05 May 2025 05 May 2025 A J B Scholes Ltd 1,757,496 2,246,783 false true 31/01/2025 01/02/2024 31/01/2025 Dr Caroline Barelle 24/09/2015 Dr Jane Dancer 29/04/2022 Ms Lucy Edwardes-Jones 14/09/2023 Dr Savvas Neophytou 05/04/2017 Professor Andrew Porter 13/11/2015 Mr William Richards 30/08/2022 05 May 2025 The principal activity of the company continued to be that of research and development work. SC467513 2025-01-31 SC467513 bus:Director1 2025-01-31 SC467513 bus:Director2 2025-01-31 SC467513 bus:Director3 2025-01-31 SC467513 bus:Director4 2025-01-31 SC467513 bus:Director5 2025-01-31 SC467513 bus:Director6 2025-01-31 SC467513 2024-01-31 SC467513 core:CurrentFinancialInstruments 2025-01-31 SC467513 core:CurrentFinancialInstruments 2024-01-31 SC467513 core:Non-currentFinancialInstruments 2025-01-31 SC467513 core:Non-currentFinancialInstruments 2024-01-31 SC467513 core:ShareCapital 2025-01-31 SC467513 core:ShareCapital 2024-01-31 SC467513 core:SharePremium 2025-01-31 SC467513 core:SharePremium 2024-01-31 SC467513 core:RetainedEarningsAccumulatedLosses 2025-01-31 SC467513 core:RetainedEarningsAccumulatedLosses 2024-01-31 SC467513 2023-01-31 SC467513 core:OtherResidualIntangibleAssets 2024-01-31 SC467513 core:OtherResidualIntangibleAssets 2025-01-31 SC467513 core:PlantMachinery 2024-01-31 SC467513 core:ComputerEquipment 2024-01-31 SC467513 core:PlantMachinery 2025-01-31 SC467513 core:ComputerEquipment 2025-01-31 SC467513 bus:OrdinaryShareClass1 2025-01-31 SC467513 bus:OrdinaryShareClass2 2025-01-31 SC467513 2024-02-01 2025-01-31 SC467513 bus:FilletedAccounts 2024-02-01 2025-01-31 SC467513 bus:SmallEntities 2024-02-01 2025-01-31 SC467513 bus:Audited 2024-02-01 2025-01-31 SC467513 2023-02-01 2024-01-31 SC467513 bus:PrivateLimitedCompanyLtd 2024-02-01 2025-01-31 SC467513 bus:Director1 2024-02-01 2025-01-31 SC467513 bus:Director2 2024-02-01 2025-01-31 SC467513 bus:Director3 2024-02-01 2025-01-31 SC467513 bus:Director4 2024-02-01 2025-01-31 SC467513 bus:Director5 2024-02-01 2025-01-31 SC467513 bus:Director6 2024-02-01 2025-01-31 SC467513 core:OtherResidualIntangibleAssets core:BottomRangeValue 2024-02-01 2025-01-31 SC467513 core:OtherResidualIntangibleAssets core:TopRangeValue 2024-02-01 2025-01-31 SC467513 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-02-01 2025-01-31 SC467513 core:PatentsTrademarksLicencesConcessionsSimilar 2024-02-01 2025-01-31 SC467513 core:PlantMachinery 2024-02-01 2025-01-31 SC467513 core:PlantMachinery core:TopRangeValue 2024-02-01 2025-01-31 SC467513 core:ComputerEquipment core:TopRangeValue 2024-02-01 2025-01-31 SC467513 core:OtherResidualIntangibleAssets 1 2024-02-01 2025-01-31 SC467513 1 2024-02-01 2025-01-31 SC467513 core:OtherResidualIntangibleAssets 2024-02-01 2025-01-31 SC467513 core:ComputerEquipment 2024-02-01 2025-01-31 SC467513 core:CurrentFinancialInstruments 2024-02-01 2025-01-31 SC467513 core:Non-currentFinancialInstruments 2024-02-01 2025-01-31 SC467513 bus:OrdinaryShareClass1 2024-02-01 2025-01-31 SC467513 bus:OrdinaryShareClass1 2023-02-01 2024-01-31 SC467513 bus:OrdinaryShareClass2 2024-02-01 2025-01-31 SC467513 bus:OrdinaryShareClass2 2023-02-01 2024-01-31 iso4217:GBP xbrli:pure xbrli:shares

Company No: SC467513 (Scotland)

ELASMOGEN LIMITED

FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 JANUARY 2025
PAGES FOR FILING WITH THE REGISTRAR

ELASMOGEN LIMITED

FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 JANUARY 2025

Contents

ELASMOGEN LIMITED

BALANCE SHEET

AS AT 31 JANUARY 2025
ELASMOGEN LIMITED

BALANCE SHEET (continued)

AS AT 31 JANUARY 2025
Note 2025 2024
£ £
Fixed assets
Intangible assets 6 212,189 241,455
Tangible assets 7 152,315 193,869
364,504 435,324
Current assets
Debtors 8 417,988 552,583
Cash at bank and in hand 2,306,879 3,987,800
2,724,867 4,540,383
Creditors: amounts falling due within one year 9 ( 281,235) ( 480,352)
Net current assets 2,443,632 4,060,031
Total assets less current liabilities 2,808,136 4,495,355
Creditors: amounts falling due after more than one year 10 ( 1,628) ( 7,017)
Net assets 2,806,508 4,488,338
Capital and reserves
Called-up share capital 11 30 30
Share premium account 12,152,705 12,152,705
Profit and loss account ( 9,346,227 ) ( 7,664,397 )
Total shareholders' funds 2,806,508 4,488,338

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Elasmogen Limited (registered number: SC467513) were approved and authorised for issue by the Board of Directors on 05 May 2025. They were signed on its behalf by:

Dr Caroline Barelle
Director
ELASMOGEN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 JANUARY 2025
ELASMOGEN LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 31 JANUARY 2025
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Elasmogen Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the Company's registered office is Liberty Building, Foresterhill, AB25 2ZP, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover represents the amounts (excluding value added tax) derived from the provision of services to customers and from licence and collaborative agreements. Turnover from access and licence agreements is recognised when it is earned, as defined in the contract, and can be reliably estimated.

Interest income

Interest income is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Share-based payment

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

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Statement of Financial Position date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Other intangible assets 6 - 20 years straight line
Research and development

Research expenditure is written off as incurred. Development expenditure is also written off, except where the directors are satisfied as to the technical, commercial and financial viability of individual projects. In such cases, the identifiable expenditure is capitalised as an intangible asset and amortised over the period during which the Company is expected to benefit. This period is between three and five years. Provision is made for any impairment.

Trademarks, patents and licences

Separately acquired patents and trademarks are included at cost and amortised in equal annual instalments over a period of 20 years which is their estimated useful economic life. Provision is made for any impairment.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery 25 - 50 % reducing balance
3 years straight line
Computer equipment 3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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.

Leases

The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Non-financial assets
At each balance sheet date, the company reviews 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). The recoverable amount of an asset is the higher of its fair value less costs to sell and its 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.

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. 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.

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 creditors: amounts falling due within one year.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either 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.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

Government grants

Government grants are recognised based on the performance model and are measured at the fair value of the asset received or receivable when there is reasonable assurance that the company will comply with conditions attaching to them and the grants will be received.

A grant that specifies performance conditions is recognised in income only when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the grant proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Company’s accounting policies, the directors are required to make judgements that have a significant impact on the amounts recognised. The following are the critical judgements that the directors have made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognised in the financial statements.

3. Employees

2025 2024
Number Number
Monthly average number of persons employed by the Company during the year, including directors 17 18

4. Directors' remuneration

2025 2024
£ £
Directors' emoluments 273,028 241,173
Sums paid to third parties in respect of directors’ services 0 25,173
273,028 266,346

5. Share-based payments

Equity-settled share-based payment schemes

The Company has a share option scheme for employees.

Options are exercisable at a price equal to the estimated fair value of the Company’s shares on the date of grant. The vesting period is four years. If the options remain unexercised after a period of ten years from the date of grant the options expire. Options are forfeited if the employee leaves the Company before the options vest.

Details of the share options outstanding during the financial year are as follows:

2025 2024
Weighted Average Weighted Average
Number of share options Average exercise price (£) Number of share options Average exercise price (£)
Outstanding at beginning of period 155,859 3.00 0 0
Granted during the period 0 0 155,859 3.00
Forfeited during the period ( 29,074) 0 0 0
Outstanding at the end of the period 126,785 3.00 155,859 3.00
Exercisable at the end of the period 0 0 0 0

The fair value of the share options at the grant date was calculated using the Black Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value.

The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).

The expected life used in the model has been adjusted, based on management’s best estimate, for the effect of non-transferability, exercise restrictions, and behavioural considerations.

The share options are of equity-settled EMI options and have a maximum term of 5 years.

The Company recognised total expenses of £ 0 and £ 0 related to equity-settled share-based payment transactions in 2025 and 2024 respectively.

6. Intangible assets

Other intangible assets Total
£ £
Cost/Valuation
At 01 February 2024 370,699 370,699
Impairment adjustment ( 13,261) ( 13,261)
At 31 January 2025 357,438 357,438
Accumulated amortisation
At 01 February 2024 129,244 129,244
Charge for the financial year 18,960 18,960
Impairment losses ( 2,955) ( 2,955)
At 31 January 2025 145,249 145,249
Net book value
At 31 January 2025 212,189 212,189
At 31 January 2024 241,455 241,455

7. Tangible assets

Plant and machinery Computer equipment Total
£ £ £
Cost
At 01 February 2024 313,353 35,483 348,836
Additions 9,412 2,200 11,612
At 31 January 2025 322,765 37,683 360,448
Accumulated depreciation
At 01 February 2024 133,015 21,952 154,967
Charge for the financial year 46,334 6,832 53,166
At 31 January 2025 179,349 28,784 208,133
Net book value
At 31 January 2025 143,416 8,899 152,315
At 31 January 2024 180,338 13,531 193,869

8. Debtors

2025 2024
£ £
Corporation tax 299,561 425,069
Other debtors 118,427 127,514
417,988 552,583

9. Creditors: amounts falling due within one year

2025 2024
£ £
Bank loans 5,324 5,000
Trade creditors 147,617 315,604
Other taxation and social security 52,366 29,221
Other creditors 75,928 130,527
281,235 480,352

There are no amounts included above in respect of which any security has been given by the company.

10. Creditors: amounts falling due after more than one year

2025 2024
£ £
Bank loans 1,628 7,017

There are no amounts included above in respect of which any security has been given by the small entity.

11. Called-up share capital

2025 2024
£ £
Allotted, called-up and fully-paid
1,860,995 Ordinary shares of £ 0.00001 each 19 19
1,094,802 Ordinary "A" Class shares of £ 0.00001 each 11 11
30 30

12. Related party transactions

During the year, the company did not incur charges from Rockridge Medical Limited (2024 - £7,504), a company of which a previous director of Elasmogen Limited was also a director.

13. Audit Opinion

The auditor's report on the accounts for the financial year ended 31 January 2025 was unqualified.

The audit report was signed by Ryan Allan on behalf of A J B Scholes Ltd.