Acorah Software Products - Accounts Production 16.5.460 false true true 31 December 2023 1 January 2023 false 1 January 2024 31 December 2024 31 December 2024 10636359 P H Forster C Guzzo-Jones W Jones P A McNabb C Namih P Short C E Barttelot iso4217:GBP iso4217:EUR iso4217:USD xbrli:shares xbrli:pure xbrli:pure 10636359 2023-12-31 10636359 2024-12-31 10636359 2024-01-01 2024-12-31 10636359 frs-core:CurrentFinancialInstruments 2024-12-31 10636359 frs-core:ComputerEquipment 2024-12-31 10636359 frs-core:ComputerEquipment 2024-01-01 2024-12-31 10636359 frs-core:ComputerEquipment 2023-12-31 10636359 frs-core:FurnitureFittings 2024-12-31 10636359 frs-core:FurnitureFittings 2024-01-01 2024-12-31 10636359 frs-core:FurnitureFittings 2023-12-31 10636359 frs-core:OtherReservesSubtotal 2024-12-31 10636359 frs-core:SharePremium 2024-12-31 10636359 frs-core:ShareCapital 2024-12-31 10636359 frs-core:RetainedEarningsAccumulatedLosses 2024-12-31 10636359 frs-bus:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 10636359 frs-bus:FilletedAccounts 2024-01-01 2024-12-31 10636359 frs-bus:SmallEntities 2024-01-01 2024-12-31 10636359 frs-bus:AuditExempt-NoAccountantsReport 2024-01-01 2024-12-31 10636359 frs-bus:SmallCompaniesRegimeForAccounts 2024-01-01 2024-12-31 10636359 frs-bus:Director1 2024-01-01 2024-12-31 10636359 frs-bus:Director2 2024-01-01 2024-12-31 10636359 frs-bus:Director3 2024-01-01 2024-12-31 10636359 frs-bus:Director4 2024-01-01 2024-12-31 10636359 frs-bus:Director5 2024-01-01 2024-12-31 10636359 frs-bus:Director6 2024-01-01 2024-12-31 10636359 frs-bus:Director7 2024-01-01 2024-12-31 10636359 frs-countries:EnglandWales 2024-01-01 2024-12-31 10636359 2022-12-31 10636359 2023-12-31 10636359 2023-01-01 2023-12-31 10636359 frs-core:CurrentFinancialInstruments 2023-12-31 10636359 frs-core:OtherReservesSubtotal 2023-12-31 10636359 frs-core:SharePremium 2023-12-31 10636359 frs-core:ShareCapital 2023-12-31 10636359 frs-core:RetainedEarningsAccumulatedLosses 2023-12-31
Registered number: 10636359
Sano Genetics Ltd
Unaudited Financial Statements
For The Year Ended 31 December 2024
Barnes & Scott
Sano Genetics Ltd
Contents
Contents

| Page
--- | ---
Balance Sheet | 1—2
Notes to the Financial Statements | 3—7

Page 1
Sano Genetics Ltd
Balance Sheet
As At 31 December 2024
Balance Sheet
Registered number: 10636359

| 2024 | 2023
--- | --- | ---
| Notes | £ | £ | £ | £
FIXED ASSETS
Tangible Assets | 4 |  | 65,242 |  | 54,332
Investments |  |  | 7 |  | 7
|  |  | 65,249 |  | 54,339
CURRENT ASSETS
Stocks |  | 96,343 |  | 130,067 |
Debtors | 5 | 738,234 |  | 877,731 |
Cash at bank and in hand |  | 5,048,383 |  | 10,929,272 |
|  | 5,882,960 |  | 11,937,070 |
Creditors: Amounts Falling Due Within One Year | 6 | (593,550 ) |  | (604,810 ) |
NET CURRENT ASSETS (LIABILITIES) |  |  | 5,289,410 |  | 11,332,260
TOTAL ASSETS LESS CURRENT LIABILITIES |  |  | 5,354,659 |  | 11,386,599
NET ASSETS |  |  | 5,354,659 |  | 11,386,599
CAPITAL AND RESERVES
Called up share capital | 7 |  | 305 |  | 304
Share premium account |  |  | 20,176,840 |  | 20,174,232
Other reserves |  |  | 283,571 |  | 116,705
Profit and Loss Account |  |  | (15,106,057 ) |  | (8,904,642 )
SHAREHOLDERS' FUNDS |  |  | 5,354,659 |  | 11,386,599

Page 1
Page 2
Sano Genetics Ltd
Balance Sheet (continued)
As At 31 December 2024
For the year ending 31 December 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 Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.
On behalf of the board

P Short Director
02/09/2025

The notes on pages 3 to 7 form part of these financial statements.
Page 2
Page 3
Sano Genetics Ltd
Notes to the Financial Statements
For The Year Ended 31 December 2024
Notes to the Financial Statements
1. General Information
Sano Genetics Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 10636359 . The registered office is 3rd Floor, 86-90 Paul Street, London, EC2A 4NE.
2. Accounting Policies
2.1. Basis of Preparation of Financial Statements
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 and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.
2.2. Going Concern Disclosure
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
2.3. Turnover
Turnover is recognised at the fair value of the consideration received or receivable for licencing of the company's technology and from the provision of professional services in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
2.4. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Fixtures & Fittings | 33% straight line
Computer Equipment | 33% 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.
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.
Page 3
Page 4
Sano Genetics Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2024
2.5. Stocks and Work in Progress
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.
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.
2.6. 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 statement of financial position 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 attransaction price and subsequently measured at amortised cost using the effective interest method.
2.7. Foreign Currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.
Page 4
Page 5
Sano Genetics Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2024
2.8. 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 statement of comprehensive income 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 timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing 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. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.
2.9. Pensions
The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.
2.10. Government Grant
Government grants are recognised in the profit and loss account in an appropriate manner that matches them with the expenditure towards which they are intended to contribute.
Grants for immediate financial support or to cover costs already incurred are recognised immediately in the profit and loss account. Grants towards general activities of the entity over a specific period are recognised in the profit and loss account over that period.
Grants towards fixed assets are recognised over the expected useful lives of the related assets and are treated as deferred income and released to the profit and loss account over the useful life of the asset concerned.
All grants in the profit and loss account are recognised when all conditions for receipt have been complied with.
2.11. 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.
2.12. 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.
Page 5
Page 6
Sano Genetics Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2024
2.13. Share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.
Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
3. Average Number of Employees
Average number of employees, including directors, during the year was: 66 (2023: 48)
66 48
4. Tangible Assets

| Fixtures & Fittings | Computer Equipment | Total
--- | --- | --- | ---
| £ | £ | £
Cost
As at 1 January 2024 | 8,236 | 86,123 | 94,359
Additions | 5,298 | 54,173 | 59,471
Disposals | - | (11,056 ) | (11,056 )
As at 31 December 2024 | 13,534 | 129,240 | 142,774
Depreciation
As at 1 January 2024 | 3,701 | 36,326 | 40,027
Provided during the period | 3,418 | 34,087 | 37,505
As at 31 December 2024 | 7,119 | 70,413 | 77,532
Net Book Value
As at 31 December 2024 | 6,415 | 58,827 | 65,242
As at 1 January 2024 | 4,535 | 49,797 | 54,332

5. Debtors

| 2024 |  | 2023
--- | --- | --- | ---
| £ |  | £
Due within one year
Trade debtors | 288,595 |  | 384,803
Amounts owed by group undertakings | - |  | 46,863
Other debtors | 449,639 |  | 446,065
| 738,234 |  | 877,731

Page 6
Page 7
Sano Genetics Ltd
Notes to the Financial Statements (continued)
For The Year Ended 31 December 2024
6. Creditors: Amounts Falling Due Within One Year

| 2024 |  | 2023
--- | --- | --- | ---
| £ |  | £
Trade creditors | 124,965 |  | 240,218
Amounts owed to group undertakings | 43,342 |  | -
Other creditors | 220,324 |  | 196,016
Taxation and social security | 204,919 |  | 168,576
| 593,550 |  | 604,810

7. Share Capital

| 2024 |  | 2023
--- | --- | --- | ---
| £ |  | £
Allotted, Called up and fully paid | 305 |  | 304

8. Share-based payment transactions

| Number of share options 2024 Number | Number of share options 2023 Number | Weighted average price 2024 £ | Weighted average price 2023 £
Outstanding at 1 January 2024 | 114,740 | 99,147 | 0.39 | 0.39
Granted | 90,625 | 52,294 | 1.77 | 3.81
Forfeited | (17,408) | (28,614) | 1.37 | 1.04
Exercised | (13,213) | (8,087) | 0.20 | 5.43
Expired | - | - | - | -
Outstanding at 31 December 2024 | 174,744 | 114,740 | 1.02 | 0.38
Exercisable at 31 December 2024 | 93,889 | 63,190 | 0.60 | 0.15

The company has an EMI share option scheme in place. Options vest over time and all options are settled by equity upon exercise.
At the period end there were 174,744 options in issue, with 93,889 having vested. The company has entered a debit of £166,866 through the profit and loss account, being the estimated fair value of the net movement in share options this year.
Post balance sheet event
In April 2025 the company granted both EMI and unapproved share options, some of which have a vesting start date prior to 31 December 2024. Of these options, at 31 December 2024 63,155 would have vested with a fair value of £238,725.
Page 7