IRIS Accounts Production
v25.2.0.378
14081241
Board of Directors
1.6.24
31.5.25
31.5.25
a technology-driven infrastructure company developing sustainable, high-performance data centers to support the artificial intelligence, quantum computing, and robotics industries. The company's focus is on environmentally conscious design, including renewable energy integration, innovative cooling solutions, and energy reuse systems, with active development projects in Europe and the Middle East.
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| REGISTERED NUMBER: 14081241 (England and Wales) |
| Report of the Directors and |
| for the Year Ended 31 May 2025 |
| Report of the Directors |
4 |
|
| Report of the Independent Auditors |
6 |
|
| Statement of Profit or Loss |
10 |
|
Statement of Profit or Loss and Other Comprehensive Income |
11 |
|
| Statement of Financial Position |
12 |
|
| Statement of Changes in Equity |
13 |
|
| Statement of Cash Flows |
14 |
|
| Notes to the Statement of Cash Flows |
15 |
|
| Notes to the Financial Statements |
16 |
|
|
REGISTERED OFFICE: |
80 Cheapside |
|
REGISTERED NUMBER: |
14081241 (England and Wales) |
|
SENIOR STATUTORY AUDITOR: |
Romit Basu FCA |
|
AUDITORS: |
Barnes Noble Ltd |
| Neoix Plc is a technology-driven infrastructure company developing sustainable, high-performance data centers to support the artificial intelligence, quantum computing, and robotics industries. The company's focus is on environmentally conscious design, including renewable energy integration, innovative cooling solutions, and energy reuse systems, with active development projects in Europe and the Middle East. |
| During the year under review, Neoix Plc made substantial progress in establishing its physical infrastructure and strategic positioning in the green digital infrastructure sector. As the company remains in its early-stage development phase, no operating revenue was generated for the financial year ended 31 May 2025. |
| Total administrative expenses amounted to €223,762, resulting in an operating and net loss of €223,762 (2023/24: €0). This loss reflects strategic investments in consultancy, legal, accounting, and audit services essential for building the foundation of the company. |
| Despite the lack of revenue, the company's asset base grew significantly, reflecting capital investment into infrastructure: |
| 1. Property, Plant and Equipment: €104.7 million |
| 2. Cash and Cash Equivalents at year-end: €266,204 |
| 3. Trade and Other Receivables: €1.91 million (including shareholder receivables and loan advances) |
| The company was financed through: |
| 1. Equity capital injection of €104.8 million |
| 2. Share premium of €252,000 |
| 3. Director loan contributions of €30,482 |
| No employees were hired during the year, and no remuneration was paid to directors |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| As an early-stage infrastructure developer, Neoix Plc is exposed to several key risks: |
| 1. Operational Risk: Potential delays in permitting, construction, or regulatory approval could impact project delivery timelines and funding cycles. |
| 2. Funding Risk: The company is reliant on continued access to capital markets; although significant capital was raised, further funding may be required. |
| 3. Market Risk: Demand for AI-ready infrastructure may be affected by broader market trends. |
| 4. Regulatory and Environmental Risk: As a sustainability-focused business, strict environmental and zoning regulations must be adhered to. |
| 5. Currency Risk: Operations in multiple jurisdictions may expose the company to foreign exchange fluctuations. |
| The directors continue to actively manage these risks and build robust internal processes. |
| The directors are mindful of their duty under Section 172(1) of the Companies Act 2006 to promote the success of the company for the benefit of its members. In doing so, they considered: |
| 1. Shareholders: The board engaged with investors throughout the capital raise and strategic development. |
| 2. Suppliers and Consultants: Strong relationships were maintained with professional partners to ensure project readiness. |
| 3. Communities and Governments: Early engagement with authorities in Egypt, Croatia, and Germany is underway to secure long-term alignment. |
| 4. Environment: Environmental sustainability is core to Neoix's business model. |
| Neoix Plc aims to transition from development to construction and eventual revenue generation in the coming years. |
| For 2025-2026, the company will focus on: |
| 1. Commencing site preparation and construction of data centers in Egypt, Croatia, and Germany |
| 2. Progressing long-term lease agreements with hyperscale and AI clients |
| 3. Continuing site acquisition and strategic expansion throughout Europe |
| 4. Preparing for a potential public listing on a European stock exchange |
| 5. Further embedding ESG compliance across operations |
| There were no employees during the reporting period. The company relied on external consultants and professional services. |
| There were no charitable donations or CSR programs during the year. However, given Neoix Plc's sustainability mission, future initiatives are expected to align with environmental and educational impact. |
| The directors wish to thank all shareholders, advisors, and partners for their support and trust during this foundational year. The board remains committed to transparency, sustainable growth, and long-term value creation. |
| The directors present their report with the financial statements of the company for the year ended 31 May 2025. |
| The company passed a special resolution on 28 June 2024 changing its name from Amresco PLC to Greenart Invest PLC . It passed a further special resolution on 10 June 2025 changing its name to Neoix Plc. |
| No dividends will be distributed for the year ended 31 May 2025. |
| The directors who have held office during the period from 1 June 2024 to the date of this report are as follows: |
| J Engelke - appointed 21 June 2024 |
| H Slipicevic - appointed 21 June 2024 |
| C H Muller was appointed as a director after 31 May 2025 but prior to the date of this report. |
| J Engelke ceased to be a director after 31 May 2025 but prior to the date of this report. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 UK-adopted international accounting standards. 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: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | state that the financial statements comply with IFRS; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| 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. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| The auditors, Barnes Noble Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| We have audited the financial statements of Neoix Plc (the 'company') for the year ended 31 May 2025 which comprise the Statement of Profit or Loss, the Statement of Profit or Loss and Other Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity, the Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the UK. |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 May 2025 and of its loss for the year then ended; |
| - | have been properly prepared in accordance with IFRSs as adopted by the UK; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| 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 Auditors' 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. |
| 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. |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| 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. |
| In connection with our audit of the financial statements, 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 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 the audit: |
| - |
the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - |
the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Matters on which we are required to report by exception |
| 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 Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - |
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - |
the financial statements are not in agreement with the accounting records and returns; or |
| - |
certain disclosures of directors' remuneration specified by law are not made; or |
| - |
we have not received all the information and explanations we require for our audit. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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. |
| Auditors' 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 a Report of the Auditors 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: |
| - Using our general commercial and sector experience and through discussions with the directors and management, we identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements as well as those arising from management's own assessment of the risks that irregularities may occur either as a result of fraud or error. |
| - We examined the company's regulatory and legal correspondence and discussed with the directors and management any known or suspected instances of fraud or non-compliance with laws and regulations. |
| - We communicated identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. |
| - In addressing the risk of management override of controls, we tested the appropriateness of journal entries. We also challenged assumptions and judgements made by management in their significant accounting estimates and judgements. |
| There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentation, or through collusion." |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| 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 a Report of the Auditors 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. |
| Romit Basu FCA (Senior Statutory Auditor) |
| for and on behalf of Barnes Noble Ltd |
| Administrative expenses |
(223,529 |
) |
- |
|
|
| OPERATING LOSS |
(223,529 |
) |
- |
|
|
| LOSS BEFORE INCOME TAX |
4 |
(223,529 |
) |
- |
|
|
| LOSS FOR THE YEAR |
(223,529 |
) |
- |
|
|
| LOSS FOR THE YEAR |
(223,529 |
) |
- |
|
|
| OTHER COMPREHENSIVE INCOME |
- |
|
- |
|
|
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
(223,529 |
) |
- |
|
|
| Property, plant and equipment |
6 |
104,736,600 |
|
- |
|
|
| Trade and other receivables |
7 |
1,912,778 |
|
62,000 |
|
|
| Cash and cash equivalents |
8 |
266,204 |
|
- |
|
|
| TOTAL ASSETS |
106,915,582 |
|
62,000 |
|
|
| Called up share capital |
9 |
104,861,600 |
|
62,000 |
|
|
| Share premium |
10 |
252,000 |
|
- |
|
|
| Retained earnings |
10 |
(223,529 |
) |
- |
|
|
| TOTAL EQUITY |
104,890,071 |
|
62,000 |
|
|
| Trade and other payables |
11 |
2,025,511 |
|
- |
|
|
| TOTAL LIABILITIES |
2,025,511 |
|
- |
|
|
| TOTAL EQUITY AND LIABILITIES |
106,915,582 |
|
62,000 |
|
|
| The financial statements were approved by the Board of Directors and authorised for issue on 29 August 2025 and were signed on its behalf by: |
|
share |
|
Retained |
|
Share |
|
Total |
|
capital |
|
earnings |
|
premium |
|
equity |
| Issue of share capital |
62,000 |
|
- |
|
- |
|
62,000 |
|
|
| Balance at 31 May 2024 |
62,000 |
|
- |
|
- |
|
62,000 |
|
|
| Issue of share capital |
104,799,600 |
|
- |
|
252,000 |
|
105,051,600 |
|
|
| Total comprehensive income |
- |
|
(223,529 |
) |
- |
|
(223,529 |
) |
|
| Balance at 31 May 2025 |
104,861,600 |
|
(223,529 |
) |
252,000 |
|
104,890,071 |
|
|
| Cash flows from operating activities |
| Cash generated from operations |
1 |
(79,278 |
) |
(62,000 |
) |
|
| Net cash from operating activities |
(79,278 |
) |
(62,000 |
) |
|
| Cash flows from investing activities |
| Purchase of tangible fixed assets |
(104,736,600 |
) |
- |
|
|
| Net cash from investing activities |
(104,736,600 |
) |
- |
|
|
| Cash flows from financing activities |
| Amount introduced by directors |
30,482 |
|
- |
|
|
| Share issue |
105,051,600 |
|
62,000 |
|
|
| Net cash from financing activities |
105,082,082 |
|
62,000 |
|
|
| Increase in cash and cash equivalents |
266,204 |
|
- |
|
|
Cash and cash equivalents at beginning of year |
2 |
- |
|
- |
|
|
Cash and cash equivalents at end of year |
2 |
266,204 |
|
- |
|
|
| 1. |
RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
|
Loss before income tax |
(223,529 |
) |
- |
|
|
|
Increase in trade and other receivables |
(1,850,778 |
) |
(62,000 |
) |
|
|
Increase in trade and other payables |
1,995,029 |
|
- |
|
|
|
Cash generated from operations |
(79,278 |
) |
(62,000 |
) |
|
| 2. |
CASH AND CASH EQUIVALENTS |
|
The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
|
Cash and cash equivalents |
266,204 |
|
- |
|
|
|
Neoix Plc is a private company , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page. |
|
These financial statements have been prepared in accordance with UK-adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention. |
|
Cash and cash equivalents |
|
Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
|
In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position. |
|
Property, plant and equipment |
|
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
|
Freehold property |
- |
2% on cost of buildings |
| Current taxes are based on the results shown in the financial statements and are calculated according to local tax rules, using tax rates enacted or substantially enacted by the statement of financial position date. |
| 3. |
EMPLOYEES AND DIRECTORS |
|
There were no staff costs for the year ended 31 May 2025 nor for the year ended 31 May 2024. |
|
The average number of employees during the year was NIL (2024 - NIL). |
|
Directors' remuneration |
- |
|
- |
|
|
| 4. |
LOSS BEFORE INCOME TAX |
|
The loss before income tax is stated after charging: |
|
Auditors' remuneration |
24,904 |
|
- |
|
|
|
No liability to UK corporation tax arose for the year ended 31 May 2025 nor for the year ended 31 May 2024. |
| 6. |
PROPERTY, PLANT AND EQUIPMENT |
|
At 31 May 2025 |
104,736,600 |
|
|
|
At 31 May 2025 |
104,736,600 |
|
|
| No depreciation has been charged on the freehold buildings as the directors believe the property is valued appropriately. The property has not yet been brought into use. When this occurs the company will start depreciating the buildings. |
| 7. |
TRADE AND OTHER RECEIVABLES |
|
Unpaid Share Capital |
62,000 |
|
62,000 |
|
|
|
Debtor Loans - Related Party |
1,849,345 |
|
- |
|
|
| 8. |
CASH AND CASH EQUIVALENTS |
| 9. |
CALLED UP SHARE CAPITAL |
|
Allotted, issued and fully paid: |
|
Number: |
Class: |
Nominal |
31.5.25 |
|
31.5.24 |
|
104,799,600 |
B Ordinary |
€1.00 |
104,799,600 |
|
- |
|
|
|
Number: |
Class: |
Nominal |
31.5.25 |
|
31.5.24 |
|
620,000 |
Ordinary |
€0.10 |
62,000 |
|
62,000 |
|
|
|
Deficit for the year |
(223,529 |
) |
(223,529 |
) |
|
|
Cash share issue |
- |
|
252,000 |
|
252,000 |
|
|
|
At 31 May 2025 |
(223,529 |
) |
252,000 |
|
28,471 |
|
|
| 11. |
TRADE AND OTHER PAYABLES |
|
Loan - Related Party |
1,949,345 |
|
- |
|
|
|
Accrued expenses |
28,772 |
|
- |
|
|
|
Directors' current accounts |
30,482 |
|
- |
|
|
| 12. |
RELATED PARTY DISCLOSURES |
|
Green Art Pith d.o.o. a company incorporated in Croatia is the ultimate parent company by way of its 99.99% shareholding in Neoix PLC. Green Art Pith's accounts are available from Trg Ante Starcevica 7 Zagreb, 10000 CROATIA |
|
H Slipicevic is considered the ultimate controlling party by way of his 90.00% shareholdings in Green Art Pith d.o.o. |