| Registered number: | |||||||
| Balance Sheet | |||||||
| as at |
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| Notes | 2024 | 2023 | |||||
| £ | £ | ||||||
| Fixed assets | |||||||
| Intangible assets | 3 | - | |||||
| Investments | 4 | ||||||
| Current assets | |||||||
| Debtors | 6 | ||||||
| Cash at bank and in hand | |||||||
| Creditors: amounts falling due within one year | 7 | ( |
( |
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| Net current liabilities | ( |
( |
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| Net liabilities | ( |
( |
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| Capital and reserves | |||||||
| Called up share capital | |||||||
| Share premium | |||||||
| Profit and loss account | ( |
( |
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| Shareholders' funds | ( |
( |
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| M Gelderman | |||||||
| Director | |||||||
| Approved by the board on |
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| Notes to the Accounts | ||||||||
| for the year ended |
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| 1 | Accounting policies | |||||||
| Basis of preparation | ||||||||
| The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group. | ||||||||
| Going concern | ||||||||
| At 30 June 2024 the company had net liabilities of £2,835,599, including £2,950,966 owed to Tokencard Limited, a wholly owned subsidiary. The company and group is funded through an initial coin offering undertaken by another wholly owned subsidiary, Monolith Limited. The directors have confirmed that Monolith Limited will continue to support the company for at least one year from the date of the approving of the financial statements and has the ability to do so. There is no current requirement to repay the amount owed to Tokencard Limited either. As such the financial statements have been prepared on a going concern basis. | ||||||||
| The directors have considered all available information, including the volatility in cryptocurrency markets, when assessing going concern. While the company is still in its development phase, disruptive technology and alternative finance have shown strong performance with digital adoption in the UK high. The company and group also carefully monitors its cryptocurrency balances to ensure market forces are taken into account when dealing with the treasury function. The directors have considered a number of forecasted outcomes, including a worst case scenario, where expected revenues are not achieved and are confident that the company and group will have sufficient funds to meet its liabilities as they fall due. | ||||||||
| Intangible fixed assets other than goodwill | ||||||||
Amortisation 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: Domain names 5 years straight line |
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| Fixed asset investments | ||||||||
| A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities. | ||||||||
| Impairment of fixed assets | ||||||||
| At each reporting period end date, the company reviews the carrying amounts of 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). 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. | ||||||||
| 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 instruments | ||||||||
| 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. | ||||||||
| 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. | ||||||||
| Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. | ||||||||
| Taxation | ||||||||
| Foreign currency translation | ||||||||
| 2 | Employees | 2024 | 2023 | |||||
| Number | Number | |||||||
| Average number of persons (including directors) employed by the company | ||||||||
| 3 | Intangible fixed assets | £ | ||||||
| Domain names: | ||||||||
| Cost | ||||||||
| At 1 July 2023 | ||||||||
| Disposals | ( |
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| At 30 June 2024 | - | |||||||
| Amortisation and impairment | ||||||||
| At 1 July 2023 | ||||||||
| On disposals | ( |
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| At 30 June 2024 | - | |||||||
| Net book value | ||||||||
| At 30 June 2024 | - | |||||||
| At 30 June 2023 | ||||||||
| During the year intangible assets were sold for £100,000 with no gain or loss arising on disposal. | ||||||||
| 4 | Fixed asset investments | |||||||
| Investments | ||||||||
| in subsidiary | ||||||||
| undertakings | ||||||||
| and participating | ||||||||
| interests | Total | |||||||
| £ | £ | |||||||
| Cost | ||||||||
| At 1 July 2023 | ||||||||
| At 30 June 2024 | ||||||||
| 5 | Subsidiaries and participating undertakings | |||||||
| Details of the company's subsidiaries and participating undertakings at 30 June 2024 are as follows: | ||||||||
| Name of undertaking | Registered office | Class of shares held | % Held direct | % Held indirect | ||||
| Monolith Limited | Gibraltar | Ordinary shares | 100 | - | ||||
| Tokencard Limited | United Kingdom | Ordinary shares | 100 | - | ||||
| Monolith Group Limited | United Kingdom | Ordinary shares | 100 | - | ||||
| Monolith Card (Portugal), Sociedade Unipessoal Lda | Portugal | Ordinary shares | - | 100 | ||||
| Monolith App (Portugal), Sociedade Unipessoal Lda | Portugal | Ordinary shares | - | 100 | ||||
| Token.com Servicos Digitais Ltda | Brazil | Ordinary shares | 50 | - | ||||
| UAB Belela | Lithuania | Ordinary shares | - | 100 | ||||
| Subsequent to the year end, UAB Belela was sold by Monolith Group Limited to Token.com International Ltd (Cayman Islands). | ||||||||
| 6 | Debtors | 2024 | 2023 | |||||
| £ | £ | |||||||
| Amounts owed by group undertakings and undertakings in which the company has a participating interest | ||||||||
| 7 | Creditors: amounts falling due within one year | 2024 | 2023 | |||||
| £ | £ | |||||||
| Trade creditors | - | |||||||
| Amounts owed to group undertakings and undertakings in which the company has a participating interest | ||||||||
| Other creditors | ||||||||
| 8 | Related party transactions | |||||||
| Included in amounts owed by group undertakings and undertakings in which the company has a participating interest at the year end is a balance of £137,994 (2023: £137,592) due from Token.com Servicos Digitais Ltda a company in which the parent company Token Group has a participating interest. | ||||||||
| Included in other creditors at 30 June 2024 is an amount of £9,758 payable to International Shared Services Limited. The directors of Token Group Ltd are directors of International Shared Services Limited, and have a controlling interest in this company. | ||||||||
| Subsequent to the year end, UAB Belela was sold to Token.com International Ltd (Cayman Islands). The directors of Token Group Ltd are directors of International Shared Services Limited, and have a controlling interest in this company. | ||||||||
| 9 | Share based payments | |||||||
| During the year ended 30 June 2023 the company issued 43,663 ordinary shares of £0.00001, on the exercise of share options held by employees under the Token Group Company Share Option Plan.Options granted and exercised under the scheme were estimated to have nil value. At 30 June 2023 any options granted under the scheme which had not been exercised had lapsed as employees to whom options had been granted are no longer employed by Token Group. The scheme was closed during the year ended 30 June 2024. | ||||||||
| 10 | Controlling party | |||||||
| 11 | Other information | |||||||
| Token Group Limited is a private company limited by shares and incorporated in England. Its registered office is: | ||||||||
| One St Peter's Square | ||||||||
| Manchester | ||||||||
| M2 3DE | ||||||||