Registration number: 12542342

Messier Holdings Limited

trading as Pinwheel

Contents

Company Information	1
Balance Sheet	2 to 3
Notes to the Unaudited Financial Statements	4 to 9

Messier Holdings Limited

trading as Pinwheel

Company Information

Directors

Mr Gavin Sheppard Mr Robin Price Mrs Amber Rudd (Rt Hon) Mr Rupert Howell Mr Shantha Shanmugalingam Mr Robert Cheesewright

Registered office

C/O Fieldfisher LLP Riverbank House 2 Swan Lane London EC4R 3TT

Messier Holdings Limited

trading as Pinwheel

(Registration number: 12542342)
Balance Sheet as at 30 September 2024

	Note	2024 £	2023 £
Fixed assets
Intangible assets	4	9,999	18,850
Tangible assets	5	3,458	11,322
		13,457	30,172
Current assets
Debtors	6	25,177	23,634
Cash at bank and in hand		452,885	170,401
		478,062	194,035
Creditors: Amounts falling due within one year	7	(240,962)	(29,701)
Net current assets		237,100	164,334
Net assets		250,557	194,506
Capital and reserves
Called up share capital	8	131	126
Share premium reserve		1,931,522	1,552,145
Advance subscriptions reserve	9	334,818	349,394
Profit and loss account		(2,015,914)	(1,707,159)
Shareholders' funds		250,557	194,506

For the financial year ending 30 September 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

•	The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and
•	The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been 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.

Messier Holdings Limited

trading as Pinwheel

(Registration number: 12542342)
Balance Sheet as at 30 September 2024

Approved and authorised by the Board on 5 September 2025 and signed on its behalf by:
 

......................................... Mr Robin Price Director

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

1	General information

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

The address of its registered office is:
C/O Fieldfisher LLP
Riverbank House
2 Swan Lane
London
EC4R 3TT
England

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. At 30 September 2024, the Company was loss making but had net assets. The directors have confirmed that in their opinion the Company will be able to meet its liabilities as they fall due for the foreseeable future (being a period not less than twelve months).

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and 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.

Where the Company receives funds that are directly distributed to third party environmental & biodiversity partners in accordance with the instructions received from the client, only the associated commissions and/or fees received or receivable by the Company, as opposed to the gross cashflows paid to such partners, are reported as revenue in the Company’s financial statements, in accordance with FRS 102 (1A). The gross cashflows that the Company directly distributed to third party environmental and biodiversity partners during the year ended 30 September 2024 were £250,523 (2023: £76,228).

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
Office equipment	33% straight line

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

Intangible assets

Separately acquired trademarks and licences are shown at historical cost.

Trademarks, licences and customer-related intangible assets have a finite useful life and are carried at cost less accumulated amortisation and any accumulated impairment losses.

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
Trademarks	10 years straight line
Software	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 for merchandise sold or 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.

Debtors receivable within one year
Debtors with no stated interest rate and receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.
 

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.

Creditors payable within one year
Creditors with no stated interest rate and payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses
 

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

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 10 (2023 - 11).

4	Intangible assets

	Trademarks, patents and licenses  £	Internally generated software development costs  £	Total £
Cost or valuation
At 1 October 2023	9,849	23,600	33,449
At 30 September 2024	9,849	23,600	33,449
Amortisation
At 1 October 2023	2,671	11,928	14,599
Amortisation charge	985	7,866	8,851
At 30 September 2024	3,656	19,794	23,450
Carrying amount
At 30 September 2024	6,193	3,806	9,999
At 30 September 2023	7,178	11,672	18,850

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

5	Tangible assets

	Furniture, fittings and equipment  £	Total £
Cost or valuation
At 1 October 2023	24,702	24,702
At 30 September 2024	24,702	24,702
Depreciation
At 1 October 2023	13,380	13,380
Charge for the year	7,864	7,864
At 30 September 2024	21,244	21,244
Carrying amount
At 30 September 2024	3,458	3,458
At 30 September 2023	11,322	11,322

6

Debtors

	2024 £	2023 £
Trade debtors	19,616	4,241
Prepayments	5,561	6,215
Other debtors	-	13,178
	25,177	23,634

Messier Holdings Limited

trading as Pinwheel

Notes to the Unaudited Financial Statements for the Year Ended 30 September 2024

7

Creditors

Creditors: amounts falling due within one year

	2024 £	2023 £
Due within one year
Trade creditors	10,183	7,719
Taxation and social security	27,208	5,770
Accruals and deferred income	9,750	1,925
Other creditors	193,821	14,287
	240,962	29,701

8	Share capital

Allotted, called up and fully paid shares

	2024		2023
	No.	£	No.	£
Ordinary shares of £0.0001 each	1,065,324	106.53	1,009,607	100.96
Deferred shares of £0.0001 each	248,950	24.90	248,950	24.90
	1,314,274	131.43	1,258,557	125.86

During the year, an additional 55,717 ordinary shares of £0.0001 each were allotted for a total consideration of £379,396.

9

Reserves

The advance subscriptions reserve consists of payments received during the year to 30 September 2024, for further share allotments which take place after the balance sheet date.

10

Control

No controlling party has been identified.