AYR LTD Filleted Accounts Cover
AYR LTD
Company No. 09024069
Information for Filing with The Registrar
31 May 2024
AYR LTD Directors Report Registrar
The Directors present their report and the accounts for the year ended 31 May 2024.
Principal activities
The principal activity of the company during the year under review was electric cigarette devices development.
Directors
The Directors who served at any time during the year were as follows:
F.B. Barou
A. Bennett
E.N. Forsdike
M.J. Gretton
S.M. Jackson
P.J. Langley
A. Morgan
I. Murison
R.G. Reason
The above report has been prepared in accordance with the provisions applicable to companies subject to the small companies regime as set out in Part 15 of the Companies Act 2006.
Signed on behalf of the board
I. Murison
Director
28 May 2025
AYR LTD Balance Sheet Registrar
at
31 May 2024
Company No.
09024069
Notes
2024
2023
£
£
Fixed assets
Intangible assets
4
13,754,94813,283,133
Tangible assets
5
2,6531,431
13,757,60113,284,564
Current assets
Debtors
238,718376,916
Cash at bank and in hand
3,824,599724,918
4,063,3171,101,834
Creditors: Amount falling due within one year
(12,317)
(814,296)
Net current assets
4,051,000287,538
Total assets less current liabilities
17,808,60113,572,102
Creditors: Amounts falling due after more than one year
(38,845)
-
Net assets
17,769,75613,572,102
Capital and reserves
Called up share capital
1,8261,826
Share premium account
8
19,785,78119,785,781
Other reserves
16
4,346,1714,302,772
Profit and loss account
8
(6,364,022)
(10,518,277)
Total equity
17,769,75613,572,102
These accounts have been prepared in accordance with the special provisions applicable to companies subject to the small companies regime of the Companies Act 2006.
For the year ended 31 May 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit 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 accounts.
All the members have consented to the preparation of abridged financial statements for the year ended 31 May 2024 in accordance with the Companies Act 2006.
As permitted by section 444 (5A)of the Companies Act 2006 the directors have not delivered to the Registrar a copy of the company's profit and loss account.
Approved by the board on 28 May 2025 and signed on its behalf by:
I. Murison
Director
28 May 2025
AYR LTD Notes to the Accounts Registrar
for the year ended 31 May 2024
1
General information
AYR LTD is a private company limited by shares and incorporated in England and Wales.
Its registered number is: 09024069
Its registered office is:
4a Station Parade
Uxbridge Road
London
W5 3LD
The abridged accounts have been prepared in accordance with FRS 102 Section 1A - The Financial Reporting Standard applicable in the UK and Republic of Ireland (January 2022) and the Companies Act 2006, including the provisions permitting an abridged profit and loss account and balance sheet to be prepared.
Going concern
These financial statements have been prepared on a going concern basis. The directors, having considered the financial position of the company for a period of at least twelve months from the date of signing these financial statements, have no reason to believe that a material uncertainty exists that may cast doubt about the ability of the company to continue as a going concern. Accordingly the directors have a reasonable expectation that the company will continue in operational existence and therefore they continue to adopt the going concern basis of accounting to prepare the financial statements.
2
Accounting policies
Turnover
Turnover is measured at the fair value of the consideration received or receivable. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Revenue from the sale of goods is recognised when all the following conditions are satisfied:
• the Company has transferred to the buyer the significant risks and rewards of ownership of the
goods;
• the Company retains neither continuing managerial involvement to the degree usually associated
with ownership nor effective control over the goods sold;
• the amount of revenue can be measured reliably;
• it is probable that the economic benefits associated with the transaction will flow to the Company;
and
• the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Specifically, revenue from the sale of goods is recognised when goods are delivered and legal title is passed.
Intangible fixed assets
Intangible fixed assets are carried at cost less accumulated amortisation and impairment losses.
Tangible fixed assets and depreciation
Tangible fixed assets held for the company's own use are stated at cost less accumulated depreciation and accumulated impairment losses.

At each balance sheet date, the company reviews the carrying amount of its tangible fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss.
Depreciation is provided at the following annual rates in order to write off the cost or valuation less the estimated residual value of each asset over its estimated useful life:
Furniture, fittings and equipment
25% Straight line
Research and development costs
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the profit and loss account because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible timing differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

Current or deferred tax for the year is recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.
Trade and other debtors
Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts.
Trade and other creditors
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.
Foreign currencies
The functional and presentational currency of the company is Sterling. The accounts are rounded to the nearest pound.
Transactions in currencies, other than the functional currency of the Company, are recorded at the rate of exchange on the date the transaction occurred. Monetary items denominated in other currencies are translated at the rate prevailing at the end of the reporting period. all differences are taken to the profit and loss account. Non-monetary items that are measured at historic cost in a foreign currency are not retranslated.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors including expectations of future events that are believed to be reasonable under the circumstances.
Financial instruments
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable.
Cash and cash equivalents
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.
Leased assets
Assets held under finance leases, which are leases where substantially all the risks and rewards of ownership of the assets have passed to the company, are capitalised in the balance sheet as tangible fixed assets and are depreciated over their useful lives. The capital elements of future obligations under the leases are included as liabilities in the balance sheet. The interest element of the rental obligation is charged to the profit and loss account over the period of the lease and represents a constant proportion of the balance of capital repayments outstanding.
Assets held under hire purchase agreements are capitalised as tangible fixed assets and are depreciated over their useful lives. The capital element of future finance payments is included within creditors. Finance charges are allocated to accounting periods over the length of the contract.
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.
Share based payments
Share-based payment arrangements in which the entity receives goods or services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions, regardless of how the equity instruments are obtained by the entity.
The grant date fair value of share-based payments awards granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period in which the employees become unconditionally entitled to the awards. The fair value of the awards granted is measured based on using an option valuation model, taking into account the terms and conditions upon which the awards were granted. The amount recognised as an expense is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes. Where the terms and conditions of options are modified before they vest, the increase in the fair value of options, measured immediately before and after the modification, is also charged to the Profit and Loss account over the remaining vesting period.
Defined contribution pensions
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payments obligations.
The contributions are recognised as expenses when they fall due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.
3
Employees
2024
2023
Number
Number
The average monthly number of employees (including directors) during the year was:
55
4
Intangible fixed assets
Total
£
Cost
At 1 June 2023
13,283,133
Additions
988,296
Disposals
(134,705)
At 31 May 2024
14,136,724
Amortisation and impairment
Impairment loss
381,776
At 31 May 2024
381,776
Net book values
At 31 May 2024
13,754,948
At 31 May 2023
13,283,133
5
Tangible fixed assets
Total
£
Cost or revaluation
At 1 June 2023
38,265
Additions
2,169
At 31 May 2024
40,434
Depreciation
At 1 June 2023
36,834
Charge for the year
947
At 31 May 2024
37,781
Net book values
At 31 May 2024
2,653
At 31 May 2023
1,431
6
Share based payments
The company operates an employee share option plan, 0 options have been granted in 2024 (2023: 0) for shares in the company.
Details of the share options outstanding during the year are as follows:
Weighted average exercise price
Number
Weighted average exercise price
Number
2024
2024
2023
2023
Outstanding as at beginning of year
6,758
215
6,758
215
Granted during the year
-
-
-
-
Cancelled during the year
-
-
-
-
Outstanding as at the end of the year
6,758
215
6,758
215
2024
2023
Black and scholes
Black and scholes
Share price
33,333
33,333
Exercise price
1-33,333
1-33,333
Contractual life (years)
10
10
Expected volatility
50.00%
50.00%
Risk-free interest rate
4.00%
4.00%
2024
2023
Equity-settled schemes
4,346,171
4,302,772
7
Share Capital
1,826 ordinary shares of £1 each, called up and fully paid
8
Reserves
Other reserves
Total other reserves
£
£
At 1 June 2022
4,041,526
4,041,526
Movement on other reserves
261,246
261,246
At 31 May 2023 and 1 June 2023
4,302,772
4,302,772
Movement on other reserves
43,399
43,399
At 31 May 2024
4,346,1714,346,171
Share premium account - includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.
Profit and loss account - includes all current and prior period retained profits and losses.
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