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Registration number: 12152960

Engine AI Limited

Filleted Financial Statements

for the Year Ended 31 March 2025

 

Engine AI Limited

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 7

 

Engine AI Limited

Company Information

Directors

F Mehregani

P Rodrigues

M Massoud

J Cowles

H Leathers

P Florenza

Registered office

590 Green Lanes
Palmers Green
London
N13 5RY

Auditors

Thomas Alexander & Company Limited 590 Green Lanes
London
N13 5RY

 

Engine AI Limited

(Registration number: 12152960)
Balance Sheet as at 31 March 2025

Note

2025
£

2024
£

Fixed assets

 

Tangible assets

4

29,097

24,959

Current assets

 

Debtors

5

628,147

842,037

Cash at bank and in hand

 

50,459

572,383

 

678,606

1,414,420

Creditors: Amounts falling due within one year

6

(576,872)

(611,807)

Net current assets

 

101,734

802,613

Total assets less current liabilities

 

130,831

827,572

Creditors: Amounts falling due after more than one year

6

(789,541)

-

Net (liabilities)/assets

 

(658,710)

827,572

Capital and reserves

 

Called up share capital

7

2

2

Share premium reserve

9,276,491

9,276,491

Retained earnings

(9,935,203)

(8,448,921)

Shareholders' (deficit)/funds

 

(658,710)

827,572

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 17 June 2025 and signed on its behalf by:
 

.........................................
F Mehregani
Director

 

Engine AI Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

1

General information

The company is a private company limited by share capital, incorporated in UK.

The address of its registered office is:
590 Green Lanes
Palmers Green
London
N13 5RY

The principal place of business is:
22a St James's Square
1st Floor
London
SW1Y 4JH

These financial statements were authorised for issue by the Board on 17 June 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 financial statements have been prepared on a going concern basis, the validity of which is dependent upon securing additional investment funding post year end.

The directors have considered the Company's balance sheet position at the year end, its working capital forecast and have prepared cash flow projections in excess of 12 months from their approval of the financial statements on the basis that the Company will secure additional funding to continue in operational existence for the period of at least 12 months from the date of the approval of the financial statements.

The Company has entered into an investment term sheet for an investment of up to $9m and at the date of the accounts is in the final stage of due diligence. There is an expectation from the directors that the investment will be obtained following the successful conclusion of the due diligence and that the Company will be able to continue its operations until completion of the funding via continued financial support from the existing shareholders.

 

Engine AI Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Audit report

The Independent Auditor's Report was unqualified. We draw attention to note 2 in the financial statements which indicates that the Company's ability to continue as a going concern is dependent upon securing additional investment funding post year end to continue in operational existence for the period of at least 12 months from the approval of the financial statements. At the time of approving the financial statements the Company has a signed investment term sheet with a potential investor to obtain up to $9m of funding and is in the process of final due dilligence. Whilst there is a strong expectation from the directors that the investment will be obtained, on the basis that the investment is not yet finalised as of the date of our audit report, there remains a material uncertainty that may cast doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. The name of the Senior Statutory Auditor who signed the audit report on 17 June 2025 was V Chrysostomou, who signed for and on behalf of Thomas Alexander & Company Limited.

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.

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

Fixtures, fittings & office equipment

25% Reducing balance method

 

Engine AI Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

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.

Trade debtors

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

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable 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.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

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

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 24 (2024 - 19).

 

Engine AI Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

4

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 April 2024

82,785

82,785

Additions

13,824

13,824

At 31 March 2025

96,609

96,609

Depreciation

At 1 April 2024

57,826

57,826

Charge for the year

9,686

9,686

At 31 March 2025

67,512

67,512

Carrying amount

At 31 March 2025

29,097

29,097

At 31 March 2024

24,959

24,959

5

Debtors

Note

2025
£

2024
£

Trade debtors

 

91,014

285

Other debtors

 

22,862

30,090

Prepayments

 

67,374

71,688

Corporation tax receivable

446,897

739,974

 

628,147

842,037

6

Creditors

Creditors: amounts falling due within one year

2025
£

2024
£

Due within one year

Trade creditors

263,950

137,042

Taxation and social security

71,427

27,935

Accruals and deferred income

94,365

39,300

Other creditors

147,130

407,530

576,872

611,807

 

Engine AI Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

7

Share capital

Allotted, called up and fully paid shares

 

2025

2024

 

No.

£

No.

£

Ordinary shares of £0.000001 each

1,210,769

1.21

1,210,769

1.21

Deferred Shares of £0.000001 each

7,437

0.01

7,437

0.01

Series Seed shares of £0.000001 each

905,756

0.91

905,756

0.91

 

2,123,962

2.12

2,123,962

2.12

The Series Seed shares carry certain preference rights on a liquidation as outlined in the Company's Articles of Association.

8

Loans and borrowings

Non-current loans and borrowings

2025
£

2024
£

Convertible debt

789,541

-


 

9

Related party transactions

Included in other creditors is an amount of £2,840 (2023: £2,840) owed to F Mehregani, the director of the company.

10

APB Ethical Standards relevant circumstances

In common with many businesses of our size and nature we use our auditors to prepare and submit tax returns to the tax authorities and to assist with the preparation of the financial statements.