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Registration number: 12339142

Ryff Europe Ltd

Unaudited Filleted Financial Statements

for the Year Ended 31 December 2024

 

Ryff Europe Ltd

Contents

Company Information

1

Balance Sheet

2 to 3

Notes to the Unaudited Financial Statements

4 to 10

 

Ryff Europe Ltd

Company Information

Directors

R M Taylor

S Cox

Registered office

87 - 91 Newman Street
London
W1T 3EY

Accountants

Bourner Bullock Chartered Accountants
114 St Martin's Lane
Covent Garden
London
WC2N 4BE

 

Ryff Europe Ltd

(Registration number: 12339142)
Balance Sheet as at 31 December 2024

Note

2024
£

(As restated)

2023
£

Fixed assets

 

Intangible assets

5

4,876,873

5,418,748

Tangible assets

6

140,938

222,343

 

5,017,811

5,641,091

Current assets

 

Debtors

7

1,360,281

3,391,778

Cash at bank and in hand

 

78,425

107,343

 

1,438,706

3,499,121

Creditors: Amounts falling due within one year

8

(18,579,364)

(3,791,679)

Net current liabilities

 

(17,140,658)

(292,558)

Total assets less current liabilities

 

(12,122,847)

5,348,533

Creditors: Amounts falling due after more than one year

8

-

(13,901,091)

Net liabilities

 

(12,122,847)

(8,552,558)

Capital and reserves

 

Retained earnings

(12,122,847)

(8,552,558)

Shareholders' deficit

 

(12,122,847)

(8,552,558)

 

Ryff Europe Ltd

(Registration number: 12339142)
Balance Sheet as at 31 December 2024

For the financial year ending 31 December 2024 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the Company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 13 May 2025 and signed on its behalf by:
 

.........................................
S Cox
Director

   
     
 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

1

General information

The Company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
87 - 91 Newman Street
London
W1T 3EY

Principal activity

The principal activity of the Company is the production of Artificial Intelligence technology to render objects into TV and film footage.

These financial statements were authorised for issue by the Board on 13 May 2025.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

The company made a loss in the year and has net current liabilities. The directors are reviewing whether to close the company, however, the accounts have been prepared on the going concern basis at this stage as the company is meeting its financial obligations as they fall due. The company remains reliant on the continued support of its parent undertaking, Ryff Inc.

 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

Prior period adjustment - change of accounting treatment

The change to the prior period is the result of capitalising expenditure on an asset expected to give rise to significant income in the near to medium future.

Relating to the current period disclosed in these financial statements
£

Relating to the prior period disclosed in these financial statements
£

Relating to periods before the prior period disclosed in these financial statements
£

Intangible asset

-

5,418,748

-

Accruals

-

(115,232)

-

Cost of sales

-

(5,303,516)

-

   

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the Company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The Company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the Company's activities.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates taxable income.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Furniture, fittings and equipment

3 years straight line

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Intangible Assets (Spheera IT platform)

5 years straight line

Financial instruments

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 to/from related parties and investments in non-puttable ordinary shares.

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 profit or loss.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet 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.

Debtors

Basic financial assets, including trade and other debtors, are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment,

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Creditors

Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, 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. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Significant judgements and key sources of estimation uncertainty

Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. In the Director's opinion there are no significant judgements or key sources of estimation uncertainty.

4

Staff numbers

The average number of persons employed by the Company (including directors) during the year, was 23 (2023 - 31).

5

Intangible assets

Other intangible assets
 £

Total
£

Cost or valuation

At 1 January 2024

5,418,748

5,418,748

At 31 December 2024

5,418,748

5,418,748

Amortisation

Amortisation charge

541,875

541,875

At 31 December 2024

541,875

541,875

Carrying amount

At 31 December 2024

4,876,873

4,876,873

At 31 December 2023

5,418,748

5,418,748

 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

6

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 January 2024

374,261

374,261

Additions

6,199

6,199

At 31 December 2024

380,460

380,460

Depreciation

At 1 January 2024

151,918

151,918

Charge for the year

87,604

87,604

At 31 December 2024

239,522

239,522

Carrying amount

At 31 December 2024

140,938

140,938

At 31 December 2023

222,343

222,343

7

Debtors

Current

2024
£

2023
£

Trade debtors

-

2,716,039

Prepayments

2,239

19,891

Other debtors

1,358,042

655,848

 

1,360,281

3,391,778

 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

8

Creditors

Creditors: amounts falling due within one year

Note

2024
£

(As restated)

2023
£

Due within one year

 

Loans and borrowings

9,287

-

Trade creditors

 

756,519

3,334,458

Amounts owed to Group undertakings and undertakings in which the Company has a participating interest

17,617,256

-

Taxation and social security

 

40,187

145,964

Accruals and deferred income

 

147,852

300,410

Other creditors

 

8,263

10,847

 

18,579,364

3,791,679

Creditors: amounts falling due after more than one year

2024
£

2023
£

Due after one year

Other non-current financial liabilities

-

13,901,091

9

Share capital

Allotted, called up and fully paid shares

2024

2023

No.

£

No.

£

Ordinary shares of $0.0001 each

1,000

0.08

1,000

0.10

       

10

Dividends

Interim dividends paid

2024
£

2023
£

Interim dividend of £Nil per each Ordinary shares

-

-

 

 
 

Ryff Europe Ltd

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2024

11

Parent undertaking

The parent of the smallest and largest group in which these financial statements are consolidated is Ryff Inc., a company incorporated in the United States of America. These financial statements are available upon request from:
21701 Stevens Creek Blvd.
#190, Cupertino
CA 95015