Company Registration No. 10017714 (England and Wales)
AIREX TECHNOLOGIES LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE 15 MONTH PERIOD ENDED 31 DECEMBER 2024
Affinia
19th Floor
1 Westfield Avenue
London
E20 1HZ
AIREX TECHNOLOGIES LTD
COMPANY INFORMATION
Directors
Agnes Czako
Julia Siobhan Groves
(Appointed 12 January 2024)
Alex Hook
Kirren Ben Senivassen
(Appointed 14 February 2024)
John Mark Waters
Sustainable Venture Development Capital LLP
Company number
10017714
Registered office
Sustainable Workspaces
County Hall, 5th Floor
Belvedere Road
London
UK
SE1 7PB
Auditor
Affinia (Stratford)
19th Floor
1 Westfield Avenue
London
E20 1HZ
AIREX TECHNOLOGIES LTD
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 6
Profit and loss account
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 18
AIREX TECHNOLOGIES LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 1 -

The directors present their annual report and financial statements for the period ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of developing technologies solving thermal efficiency and ventilation problems for UK Households.

Directors

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

Agnes Czako
Julia Siobhan Groves
(Appointed 12 January 2024)
Alex Hook
Kirren Ben Senivassen
(Appointed 14 February 2024)
John Mark Waters
Sustainable Venture Development Capital LLP
Marcin Klopot
(Resigned 31 January 2024)
Peter Davies
(Resigned 31 December 2023)
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Diversity

The directors are committed to ensuring diversity and pay parity in the company's workforce.

 

For the 15 months to 31 December 2024, the average headcount was 6 female and 12 male (FY2023 - 4 female and 9 male). The average salary for a female employee was £66,993 and the average salary for a male employee was £70,826 (FY2023 - average female salary of £58,419 and average male salary of £61,929).

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Agnes Czako
Director
27 May 2025
AIREX TECHNOLOGIES LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 2 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

AIREX TECHNOLOGIES LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIREX TECHNOLOGIES LTD
- 3 -

Qualified opinion on financial statements

We have audited the financial statements of AirEx Technologies Ltd (the 'company') for the period ended 31 December 2024 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the financial statements:

Basis for qualified opinion

During the previous year, the auditors were unable to satisfy themselves by alternative means concerning the inventory quantities held at 30 September 2023 and 30 September 2022, which are included in the balance sheet respectively at £623,643 and £49,074, by using other audit procedures. This was due to the fact that the auditors were not appointed until after 30 September 2023, thus did not observe the counting of physical inventories at the year end and at prior year end. Consequently we were unable to determine whether any adjustment was necessary to these amounts and the related components of the profit and loss.

 

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter

Following on from the audit qualification in the previous year, as per note 12 of the financial statements we draw attention to the prior period adjustment relating to a recalculation of the year end stock balance of £66,230. The subsequent prior year adjustment has been included based on the company’s ongoing review and assessment of internal controls.

 

In addition, the company did not disclose or account for share options granted to employees and directors for the years to 30 September 2023 or 2022 as no fair value assessment was created, and in addition, no disclosure was included within the financial statements. During the current year, the company has obtained a fair value by reference to a recent open market transaction and restated its financial position by £491,871 & £257,051 for the two years, respectively.

 

Our opinion is unmodified in respect of these matters.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

AIREX TECHNOLOGIES LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIREX TECHNOLOGIES LTD (CONTINUED)
- 4 -

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In respect solely of the limitations on our work relating to stock, described above:

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

AIREX TECHNOLOGIES LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIREX TECHNOLOGIES LTD (CONTINUED)
- 5 -

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

 

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

To address the risk of fraud through management bias and override of controls, we:

 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance.

Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

 

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

AIREX TECHNOLOGIES LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AIREX TECHNOLOGIES LTD (CONTINUED)
- 6 -

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Richard Lane
Senior Statutory Auditor
For and on behalf of Affinia (Stratford)
27 May 2025
Chartered Accountants
Statutory Auditor
19th Floor
1 Westfield Avenue
London
E20 1HZ
AIREX TECHNOLOGIES LTD
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 7 -
Period
Year
ended
ended
31 December
30 September
2024
2023
as restated
Notes
£
£
Turnover
2,122,763
542,358
Cost of sales
(1,131,998)
(452,425)
Gross profit
990,765
89,933
Administrative expenses
(2,418,663)
(1,504,322)
Other operating income
2,420
5,389
Operating loss
(1,425,478)
(1,409,000)
Interest receivable and similar income
37,392
22,679
Interest payable and similar expenses
(5,975)
(71,203)
Exceptional item
3
(370,952)
(234,820)
Loss before taxation
(1,765,013)
(1,692,344)
Tax on loss
184,224
285,145
Loss for the financial period
(1,580,789)
(1,407,199)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

AIREX TECHNOLOGIES LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
31 December 2024
30 September 2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
6
15,684
7,909
Current assets
Stocks
619,441
457,413
Debtors
7
1,003,755
333,329
Cash at bank and in hand
1,175,528
2,723,930
2,798,724
3,514,672
Creditors: amounts falling due within one year
8
(343,617)
(235,570)
Net current assets
2,455,107
3,279,102
Total assets less current liabilities
2,470,791
3,287,011
Creditors: amounts falling due after more than one year
9
(411,117)
(17,500)
Net assets
2,059,674
3,269,511
Capital and reserves
Called up share capital
398
398
Share premium account
5,690,461
5,690,461
Other reserves
862,823
491,871
Profit and loss reserves
(4,494,008)
(2,913,219)
Total equity
2,059,674
3,269,511

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 27 May 2025 and are signed on its behalf by:
Agnes Czako
Director
Company registration number 10017714 (England and Wales)
AIREX TECHNOLOGIES LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 9 -
Share capital
Share premium account
Share option reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
As restated for the period ended 30 September 2023:
Balance at 1 October 2022
211
977,590
-
(1,248,969)
(271,168)
Effect of recognition of historic share based payments
-
-
0
257,051
(257,051)
-
As restated
211
977,590
257,051
(1,506,020)
(271,168)
Year ended 30 September 2023:
Loss and total comprehensive income
-
-
-
(1,407,199)
(1,407,199)
Issue of share capital
187
4,786,455
-
-
4,786,642
Share issue fees
-
0
(73,584)
-
-
0
(73,584)
Share options expense
-
-
234,820
-
0
234,820
Balance at 30 September 2023
398
5,690,461
491,871
(2,913,219)
3,269,511
Period ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(1,580,789)
(1,580,789)
Share options expense
-
-
370,952
-
0
370,952
Balance at 31 December 2024
398
5,690,461
862,823
(4,494,008)
2,059,674
AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

AirEx Technologies Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Sustainable Workspaces, County Hall, 5th Floor, Belvedere Road, London, UK, SE1 7PB.

1.1
Reporting period

The financial statements have been prepared for the current accounting period have been prepared for a 15 month period as the company's year end has been changed to 31 December 2024. The comparative period runs for the year ended 30 September 2023. The comparative figures and the related notes are therefore not directly comparable.

1.2
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 disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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.

1.3
Going concern

After reviewing the Company’s forecasts and projections, the Directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.true

 

Key to the Directors’ assessment is the following information which was available to them as at the signature date of these financial statements:

 

1. Current funds

Following the balance sheet date the Company raised additional equity of £900,000 and has in excess of £1,300,000 in cash and cash equivalents as at the signature date.

 

2. Additional funding

The Company also has access to a loan facility of over £900,000 with more than £200,000 still available for drawdown. This loan is to be repaid over 48 months, with the first of these repayments not falling due until October 2026.

 

3. Income

The Company has a strong pipeline of projects where Airex products have already been specified, supporting forecasts of revenue in excess of £4m over the next 12 months.

 

Resulting cash-flow forecasts

The Directors review detailed cash-flow forecasts for the Company on a monthly basis. These indicate that the funds currently available will see the Company through to profitability in late 2025 and into 2026.

 

The Company therefore continues to adopt the going concern basis in preparing its financial statements.

 

1.4
Turnover

Revenue from the sale of air bricks is recognised at the point of dispatch from the company warehouse.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -
1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
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
20% straight line
Computers
20% 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.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
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.

1.10
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.

1.11
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.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
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.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
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.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Share-based payments

For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At each succeeding financial reporting period end and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the period.

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 an arms length valuation. 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.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -

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.

1.16
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
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Value of share options

The fair value of share options, used for the calculation of the share based payments, is assessed via reference to the most recent open market transaction in the entity's share capital net of exercise price.

3
Exceptional item
2024
2023
£
£
Expenditure
Equity settled share based options cost
370,952
234,820
370,952
234,820

The above exceptional item is in relation to the cumulative impact of the fair value of share options issued to employees in multiple years since incorporation. See note 10 for full detail.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 15 -
4
Employees

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

2024
2023
Number
Number
Management (including CEO, Finance and Human Resources)
3
2
Operations
2
2
Commercial
4
3
Technology
8
6
Total
17
13

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
1,529,532
770,366
Social security costs
174,538
86,662
Pension costs
50,799
12,018
1,754,869
869,046
5
Directors' remuneration
2024
2023
£
£
Remuneration paid to directors
148,711
90,904
AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 16 -
6
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 October 2023
11,127
Additions
11,129
Disposals
(333)
At 31 December 2024
21,923
Depreciation and impairment
At 1 October 2023
3,218
Depreciation charged in the period
3,151
Eliminated in respect of disposals
(130)
At 31 December 2024
6,239
Carrying amount
At 31 December 2024
15,684
At 30 September 2023
7,909
7
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
62,890
122,737
Corporation tax recoverable
166,457
-
0
Other debtors
774,408
210,592
1,003,755
333,329
8
Creditors: amounts falling due within one year
2024
2023
£
£
Bank loans
10,000
10,000
Trade creditors
124,811
136,688
Taxation and social security
176,005
53,481
Other creditors
32,801
35,401
343,617
235,570

Bank Loan Payable relates to a Barclays Bounce Back Loan taken out on 11 June 2020. Interest is charged at a fixed rate of 2.5% per annum on the outstanding balance, with the interest in the first 12 months being paid by the UK government. The principal is then repaid over the 60 months from 11 June 2021 to 10 June 2026 in equal instalments of £833 per month, with the first payment being made on 10 July 2021. The loan will be fully repaid on 10 June 2026.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 17 -
9
Creditors: amounts falling due after more than one year
2024
2023
£
£
Bank loans and overdrafts
411,117
17,500

Included within bank loan and overdrafts is a loan from Innovate UK Loans Limited which contains a fixed charge, a negative pledge and a floating charge covering all of the property or undertaking of the company.

 

Interest is charged at a fixed rate of 7.4% per annum on the amounts drawn down. The principal is to be repaid within 48 months from and including the first day of the repayment period.

10
Share-based payment transactions
Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£
£
Outstanding at 1 October 2023 - as restated
66,189
47,870
9.55
11.77
Granted
16,120
21,569
5.32
5.41
Forfeited
(1,000)
0
(3,250)
0
5.32
14.75
Outstanding at 31 December 2024
81,309
66,189
8.76
9.55
Exercisable at 31 December 2024
14,260
14,260
22.56
22.56

AirEx Technologies Ltd has a share option scheme which employees participate in. The scheme is an Enterprise Management Incentive plan approved by HMRC.

 

16,120 share options were granted in the period ended 31 December 2024, with 21,569 share options being granted in the previous year. 1,000 share options were forfeited in the period and therefore 81,309 share options remain outstanding at the end of the current period. The shares have been valued on a fair value basis at the date of grant, considering the service conditions of option holders.

 

The vesting period of the share options was between 3 and 4 years.

 

The options are valued based on a method approved by HMRC.

Liabilities and expenses

During the period, the company recognised total share-based payment expenses of £370,952 (2023 - £234,820) which related to equity settled share based payment transactions.

11
Related party transactions

During the period, the company incurred costs of £181,245 (2023: £173,219) and owed £5,295 (2023: £NIL) to related entities.

AIREX TECHNOLOGIES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 18 -
12
Prior period adjustment
Reconciliation of changes in equity
1 October
30 September
2022
2023
£
£
Adjustments to prior period
Variance in relation to stock valuation
-
(66,230)
Equity as previously reported
(271,168)
3,335,741
Equity as adjusted
(271,168)
3,269,511
Analysis of the effect upon equity
Other reserves
257,051
491,871
Profit and loss reserves
(257,051)
(558,101)
-
(66,230)
Reconciliation of changes in loss for the previous financial period
2023
£
Adjustments to prior period
Variance in relation to stock valuation
(66,230)
Effect of recognition of historic share based payments
(234,820)
Total adjustments
(301,050)
Loss as previously reported
(1,106,149)
Loss as adjusted
(1,407,199)
Notes to reconciliation
Variance in relation to stock variation

During the year, it was identified that the value of stock held as at 30 September 2023 was calculated incorrectly as a result of a stock item incorrectly being labelled as a finished good and also recalculations of quantities held. As a result, it was identified that there was £66,230 overstatement of stock in the 2023 financial statements. We have, therefore, adjusted the value of stock in the prior year to reflect this.

Effect of recognition of historic share based payments

During the year, the company obtained sufficient information in order to provide an accurate fair value of share options that had been granted to employees. As such, the company has recognised the impacts of this on the comparative and opening positions.

13
Events after the reporting date

On 3rd April 2025, a share issue of 28,012 A shares, with a par value of £0.001, took place for £27.4617 per share with an aggregate value of £769,257.

 

On 2nd May 2025, a further share issue of 5,147 A shares, with a par value of £0.001, took place for £27.4617 per share with an aggregate value of £141,346.

2024-12-312023-10-01falsefalsefalseCCH SoftwareCCH Accounts Production 2025.100Agnes CzakoJulia Siobhan GrovesAlex HookKirren Ben SenivassenJohn Mark WatersSustainable Venture Development Capital LLPMarcin KlopotPeter Davies100177142023-10-012024-12-3110017714bus:Director12023-10-012024-12-3110017714bus:Director22023-10-012024-12-3110017714bus:Director32023-10-012024-12-3110017714bus:Director42023-10-012024-12-3110017714bus:Director52023-10-012024-12-3110017714bus:Director62023-10-012024-12-3110017714bus:Director72023-10-012024-12-3110017714bus:Director82023-10-012024-12-3110017714bus:RegisteredOffice2023-10-012024-12-31100177142024-12-31100177142022-10-012023-09-3010017714core:RetainedEarningsAccumulatedLosses2022-10-012023-09-3010017714core:RetainedEarningsAccumulatedLosses2023-10-012024-12-31100177142023-09-3010017714core:OtherPropertyPlantEquipment2024-12-3110017714core:OtherPropertyPlantEquipment2023-09-3010017714core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3110017714core:CurrentFinancialInstrumentscore:WithinOneYear2023-09-3010017714core:Non-currentFinancialInstrumentscore:AfterOneYear2024-12-3110017714core:Non-currentFinancialInstrumentscore:AfterOneYear2023-09-3010017714core:CurrentFinancialInstruments2024-12-3110017714core:CurrentFinancialInstruments2023-09-3010017714core:ShareCapital2024-12-3110017714core:ShareCapital2023-09-3010017714core:SharePremium2024-12-3110017714core:SharePremium2023-09-3010017714core:OtherMiscellaneousReserve2024-12-3110017714core:OtherMiscellaneousReserve2023-09-3010017714core:RetainedEarningsAccumulatedLosses2024-12-3110017714core:RetainedEarningsAccumulatedLosses2023-09-3010017714core:SharePremiumcore:PriorPeriodIncreaseDecrease2022-09-3010017714core:RetainedEarningsAccumulatedLossescore:PriorPeriodIncreaseDecrease2022-09-3010017714core:ShareCapital2022-09-3010017714core:SharePremium2022-09-3010017714core:RetainedEarningsAccumulatedLosses2022-09-3010017714core:ShareCapital2022-10-012023-09-3010017714core:SharePremium2022-10-012023-09-3010017714core:FurnitureFittings2023-10-012024-12-3110017714core:ComputerEquipment2023-10-012024-12-3110017714core:OtherPropertyPlantEquipment2023-09-3010017714core:OtherPropertyPlantEquipment2023-10-012024-12-3110017714core:WithinOneYear2024-12-3110017714core:WithinOneYear2023-09-3010017714core:Non-currentFinancialInstruments2024-12-3110017714core:Non-currentFinancialInstruments2023-09-30100177142023-09-30100177142022-09-3010017714bus:PrivateLimitedCompanyLtd2023-10-012024-12-3110017714bus:FRS1022023-10-012024-12-3110017714bus:Audited2023-10-012024-12-3110017714bus:FullAccounts2023-10-012024-12-31xbrli:purexbrli:sharesiso4217:GBP