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Registration number: 11587829

Uptime App Ltd

Filleted Financial Statements

for the Year Ended 31 December 2024

 

Uptime App Ltd

Contents

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3 to 9

 

Uptime App Ltd

Company Information

Directors

J True

J Bekhor

J Claydon

D Cohen

J Denham

H Kattan

Registered office

91 Wimpole Street
London
W1G 0EF

Auditors

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

 

Uptime App Ltd

(Registration number: 11587829)
Balance Sheet as at 31 December 2024

Note

2024
£

2023
£

Fixed assets

 

Intangible assets

4

30

30

Tangible assets

5

9,262

17,561

 

9,292

17,591

Current assets

 

Debtors

6

329,438

504,224

Cash at bank and in hand

 

596,715

1,640,805

 

926,153

2,145,029

Creditors: Amounts falling due within one year

7

(703,297)

(320,251)

Net current assets

 

222,856

1,824,778

Net assets

 

232,148

1,842,369

Capital and reserves

 

Called up share capital

8

18,002

18,002

Share premium reserve

20,990,676

20,990,676

Retained earnings

(20,776,530)

(19,166,309)

Shareholders' funds

 

232,148

1,842,369

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 27 August 2025 and signed on its behalf by:
 

.........................................
J Bekhor
Director

 

Uptime App Ltd

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

1

General information

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

The address of its registered office is:
91 Wimpole Street
London
W1G 0EF

These financial statements were authorised for issue by the Board on 27 August 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 may be 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 forecasts and have prepared cash flow projections in excess of 12 months from their approval of the financial statements which demonstrate that in spite of the revenue growth and real progress towards breakeven and eventual profitability, the company may require additional equity funding to maintain adequate liquidity and continue in operational existence for the period of at least 12 months from the date of the approval of the financial statements. Timing of revenue remains a principal risk to the buisness and a challenge for cash flow due to lengthy procurement and client onboarding processes which may result in delays to revenue generation causing a working capital shortfall.

At the time of approving the financial statements the directors are monitoring the revenue pipeline and reviewing the financial projections as well as engaging with existing shareholders in respect of a limited equity fund raise for working capital as a means of mitigating any potential liquidity issues and there is a strong expectation of continuing financial support to sustain the business to breakeven.

 

Uptime App Ltd

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

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 could be dependent upon securing additional equity funding post year end to bridge a potential working capital shortfall and provide adequate liquidity 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 it is not yet certain whether the business will require additional funding, nevertheless there is a strong expectation from the directors that the required funding would be obtained from existing shareholders. However, the existence of a potential working shortfall and absence of a finalised investment as of the date of our audit report, indicates 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 27 August 2025 was A Odysseos, who signed for and on behalf of Thomas Alexander & Company Limited.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable from customers in respect of the subscription content and 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.

 

Uptime App Ltd

Notes to the 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

Fixtures, fittings & 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

Other intangibles

3 years straight line

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 in respect of the sale of subscription content and 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.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

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.

 

Uptime App Ltd

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

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.

Share based payments

The company operates an equity-settled, share-based compensation plan, under which the entity receives services from employees and consultants in consideration for equity instruments (options) of the entity. The fair value of the employee services received is measured by reference to the estimated fair value at the grant date of equity instruments granted and is recognised as an expense over the vesting period. The estimated fair value of the option granted is calculated using the Black Scholes option pricing model. The total amount expensed is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.

The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 30 (2023 - 31).

 

Uptime App Ltd

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

4

Intangible assets

Other intangible assets
 £

Total
£

Cost or valuation

At 1 January 2024

1,098

1,098

At 31 December 2024

1,098

1,098

Amortisation

At 1 January 2024

1,068

1,068

At 31 December 2024

1,068

1,068

Carrying amount

At 31 December 2024

30

30

At 31 December 2023

30

30

5

Tangible assets

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 January 2024

160,130

160,130

Additions

2,332

2,332

Disposals

(1,135)

(1,135)

At 31 December 2024

161,327

161,327

Depreciation

At 1 January 2024

142,569

142,569

Charge for the year

10,505

10,505

Eliminated on disposal

(1,009)

(1,009)

At 31 December 2024

152,065

152,065

Carrying amount

At 31 December 2024

9,262

9,262

At 31 December 2023

17,561

17,561

 

Uptime App Ltd

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

6

Debtors

Note

2024
£

2023
£

Trade debtors

 

33,455

74,698

Other debtors

 

33,245

41,151

Prepayments

 

75,944

156,488

Corporation tax receivable

186,794

231,887

 

329,438

504,224

7

Creditors

Creditors: amounts falling due within one year

2024
£

2023
£

Due within one year

Trade creditors

96,986

52,058

Taxation and social security

52,551

53,808

Accruals and deferred income

172,483

166,999

Other creditors

381,277

47,386

703,297

320,251

Included in other creditors is an amount of £376,972 which represents subscription fund received in advance in respect of equity shares issued post year end.

8

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

A Ordinary shares of £0.001 each

8,333,334

8,333.33

8,333,334

8,333.33

B Ordinary shares of £0.001 each

4,628,747

4,628.75

4,628,747

4,628.75

B Preferred shares of £0.001 each

4,958,959

4,958.96

4,958,959

4,958.96

C Ordinary shares of £0.001 each

81,374

81.37

81,374

81.37

 

18,002,414

18,002.41

18,002,414

18,002.41

The B Preferred shares carry certain preference rights in the event of a liquidation as outlined in the company's articles of association.

9

Obligations under leases and hire purchase contracts

Operating leases

 

Uptime App Ltd

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

The total of future minimum lease payments is as follows:

2024
£

2023
£

Not later than one year

-

25,000

The amount of non-cancellable operating lease payments recognised as an expense during the year was £25,000 (2023 - £30,000).

10

Non adjusting events after the financial period

On 30th June 2025 the company allotted 3,793,758 B Ordinary shares and 933,131 B Preferred shares of £0.001 each for an aggregate subscription price of £960,747.

11

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 statutory financial statements.