Company No: 03588650 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	Mr. G. Ayres
	Mr. D. Camden
	Mr. G. Mansfield

SECRETARY

Mr. G. Ayres

REGISTERED OFFICE	Century House
	Wargrave Road
	Henley-On-Thames
	RG9 2LT
	United Kingdom

COMPANY NUMBER

03588650 (England and Wales)

ACCOUNTANT	Verallo
	Century House
	Wargrave Road
	Henley-on-Thames
	Oxfordshire
	United Kingdom
	RG9 2LT

	Note	2024		2023
		£		£
Fixed assets
Tangible assets	4	24,961		5,835
		24,961		5,835
Current assets
Debtors	5	134,713		516,438
Cash at bank and in hand		216,005		235,437
		350,718		751,875
Creditors: amounts falling due within one year	6	( 184,960)		( 494,633)
Net current assets		165,758		257,242
Total assets less current liabilities		190,719		263,077
Creditors: amounts falling due after more than one year	7	0		( 20,752)
Provision for liabilities		( 6,240)		( 1,215)
Net assets		184,479		241,110
Capital and reserves
Called-up share capital	8	12		12
Profit and loss account		184,467		241,098
Total shareholders' funds		184,479		241,110

For the financial 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.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Flare Solutions Limited (registered number: 03588650) were approved and authorised for issue by the Board of Directors on 24 September 2025. They were signed on its behalf by:

Mr. G. Ayres Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Flare Solutions Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Century House, Wargrave Road, Henley-On-Thames, RG9 2LT, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the Balance Sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the Balance Sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Share-based payment

Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest and adjusted for the effect of non-market-based vesting conditions.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Fixtures and fittings	4 years straight line
Computer equipment	4 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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 assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

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 creditors: amounts falling due within one year.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either 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.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

Derivative financial instruments
The Company uses derivative financial instruments to reduce exposure to foreign exchange risk and interest rate movements. The Company does not hold or issue derivative financial instruments for speculative purposes.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. The resulting gain or loss is recognised in the Profit and Loss Account immediately.

The Company does not apply hedge accounting.

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. Employees

	2024		2023
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	12		13

3. Share-based payments

Equity-settled share-based payment schemes

The company has had share-based payment transactions.

Details of the share options outstanding during the financial year are as follows:

	2024			2023
	Weighted Average			Weighted Average
	Number of share options	Average exercise price (£)		Number of share options	Average exercise price (£)
Outstanding at beginning of period	60,000	0.3435		60,000	0.3435
Outstanding at the end of the period	60,000	0.3435		60,000	0.3435
Exercisable at the end of the period	60,000	0.3435		60,000	0.3435

The options outstanding at 31 December 2024 had an exercise price of £0.3435 per share.

4. Tangible assets

	Fixtures and fittings		Computer equipment		Total
	£		£		£
Cost
At 01 January 2024	1,650		18,876		20,526
Additions	0		24,721		24,721
At 31 December 2024	1,650		43,597		45,247
Accumulated depreciation
At 01 January 2024	948		13,743		14,691
Charge for the financial year	413		5,182		5,595
At 31 December 2024	1,361		18,925		20,286
Net book value
At 31 December 2024	289		24,672		24,961
At 31 December 2023	702		5,133		5,835

5. Debtors

	2024		2023
	£		£
Trade debtors	67,670		435,765
Prepayments and accrued income	67,043		80,673
	134,713		516,438

6. Creditors: amounts falling due within one year

	2024		2023
	£		£
Bank loans	0		9,994
Trade creditors	3,346		29,331
Accruals and deferred income	103,428		334,457
Corporation tax	8,609		55,130
Other taxation and social security	28,715		31,624
Other creditors	40,862		34,097
	184,960		494,633

7. Creditors: amounts falling due after more than one year

	2024		2023
	£		£
Bank loans	0		20,752

8. Called-up share capital

	2024		2023
	£		£
Allotted, called-up and fully-paid
15,000 Ordinary A shares of £ 0.0001 each	1.50		1.50
15,000 Ordinary B shares of £ 0.0001 each	1.50		1.50
15,000 Ordinary C shares of £ 0.0001 each	1.50		1.50
30,000 Ordinary D shares of £ 0.0001 each	3.00		3.00
9,000 Ordinary F shares of £ 0.0001 each	0.90		0.90
9,000 Ordinary G shares of £ 0.0001 each	0.90		0.90
9,000 Ordinary H shares of £ 0.0001 each	0.90		0.90
3,000 Ordinary I shares of £ 0.0001 each	0.30		0.30
3,000 Ordinary J shares of £ 0.0001 each	0.30		0.30
3,000 Ordinary K shares of £ 0.0001 each	0.30		0.30
3,000 Ordinary L shares of £ 0.0001 each	0.30		0.30
3,000 Ordinary M shares of £ 0.0001 each	0.30		0.30
3,000 Ordinary N shares of £ 0.0001 each	0.30		0.30
	12.00		12.00