OpenGenius Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—6

1. General Information

OpenGenius Limited is a private company, limited by shares, incorporated in England & Wales, registered number 05653541 . The registered office is Tec Marina, Terra Nova Way, Penarth, Vale of Glamorgan, CF64 1SA.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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.

The principal accounting policies adopted in the preparation of the financial statements are set out below. These polices have been consistently applied to all the years presented, unless otherwise stated.

These financial statements are prepared on a going concern basis, under the historical cost convention.

2.2. Going Concern Disclosure

The company meets its day-to-day working capital requirements through the use of cash reserves. At the balance sheet date, these stood at £1.14m. The company has considered the applicability of the going concern basis in the preparation of these financial statements. This included the review of sensitised internal forecasts and current financial performance which show that the company has sufficient funds to operate within the level of its existing funding arrangements.

The directors have modelled a number of different scenarios and have preliminary financial plans in place for each scenario. We have also modelled a best view estimate which considers the likely position for the next 12 months based on the information we currently hold and are contented that the company remains a going concern.

Presentation currency

The accounts are presented in £ sterling.

2.3. Turnover

Revenue is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Revenue includes revenue earned from the sale of goods and from the rendering of services. Revenue is reduced for estimated customer returns, rebates and other similar allowances.

The company generates income from customers in the following ways:

Subscriptions

A company pays a regular fixed amount (usually monthly or annually) in exchange for a right to access our software and the technical support we provide. Revenue is recognised on a straight line basis over the period of the contract.

Where additional user subscriptions are entered into part way through a subscription, revenue is recognised over the remaining duration of the contract. In most cases, we invoice and receive payment from customers in advance of revenue being recognised in the income statement. Deferred revenue is the difference between amounts invoiced to customers and revenue recognised under the policy described above.

Licences

A customer pays a one-off amount for the right to use a particular version of our software for as long as they like. A licence doesn’t include any future upgrades to the software.

Consulting/Training

Consulting and training is held around the subjects Innovation and Creativity. Revenue is recognised in accordance with the delivery of the contract.

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OpenGenius Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.4. Intangible Fixed Assets and Amortisation - Other Intangible

Development costs

We are constantly developing our products, both existing and new. These developments range from minor enhancements and bug fixes, to major new features and completely new products. The criteria in which we judge whether costs of development can be capitalised are as follows:

1) technical feasibility

(2) intention to complete and then use or sell

(3) commercial viability and

(4) ability to measure reliably the expenditure.

We apply judgement and estimates in determining the proportion of our total development spend that meets the above criteria. To make these judgements, we examine in detail the development activities over a period of time for each product. We make an estimate of the proportion of that time in which the development tasks that are being carried out meet the Capitalisation criteria. We then apply that proportion to the entire development spend for the period to determine the amount to be capitalised.

Capitalised costs are amortised over their useful economic life, which is estimated to be 5 years.

Other Intangible assets

Intangible fixed assets (including purchased goodwill and patents) are included at cost less accumulated amortisation.

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

Goodwill and patents - 20% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible, the amortisation is revised prospectively to reflect the new estimates.

In accordance with FRS 102 para 18.20 where management is unable to make a reliable estimate of the useful life of an intangible asset, the life should be presumed to be five years. Given that Ayoa was launched in June 2019, at this stage it is difficult to assess the useful life and as such the management has adopted the default position of five years. The position will continue to be monitored and adjusted accordingly should evidence suggest a different asset life.

2.5. 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:

Leasehold	Straight Line over the length of the lease
Plant & Machinery	Straight line over the length of the lease
Fixtures & Fittings	1 year straight line

2.6. 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.

2.7. 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 year 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.

...CONTINUED

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OpenGenius Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.7. Taxation - continued

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 asset reflects 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 or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

3. Average Number of Employees

Average number of employees, including directors, during the year was: 13 (2023: 13)

4. Intangible Assets

	Goodwill	Other	Total
	£	£	£
Cost
As at 1 January 2024	272,373	2,258,031	2,530,404
Additions	-	322,107	322,107

As at 31 December 2024	272,373	2,580,138	2,852,511

Amortisation
As at 1 January 2024	272,373	1,060,155	1,332,528
Provided during the period	-	301,484	301,484

As at 31 December 2024	272,373	1,361,639	1,634,012

Net Book Value
As at 31 December 2024	-	1,218,499	1,218,499

As at 1 January 2024	-	1,197,876	1,197,876

The Software additions in the year relate the company’s own software, which is developed by the internal development team. As at 31st December 2023, the asset is carried at £1,218,499 (2023: £1,197,876 and has a remaining amortisation period of 5 years.

5. Tangible Assets

	Land & Property
	Leasehold	Fixtures & Fittings	Total
	£	£	£
Cost
As at 1 January 2024	288,398	360,967	649,365
Additions	-	8,414	8,414

As at 31 December 2024	288,398	369,381	657,779

Depreciation
As at 1 January 2024	252,423	360,043	612,466
Provided during the period	35,975	4,607	40,582

As at 31 December 2024	288,398	364,650	653,048

...CONTINUED

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OpenGenius Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

Net Book Value
As at 31 December 2024	-	4,731	4,731

As at 1 January 2024	35,975	924	36,899

6. Debtors

	2024	2023
	£	£
Due within one year
Trade debtors	206,513	18,201
Other debtors	127,717	105,330

	334,230	123,531

7. Creditors: Amounts Falling Due Within One Year

	2024	2023
	£	£
Trade creditors	14,451	31,317
Other creditors	1,555,534	1,007,791
Taxation and social security	97,971	51,107

	1,667,956	1,090,215

Included within other Creditors is an amount of £1.34m (2023: £0.74m) in deferred revenue, representing amounts received from subscribers paying in advance for their service. This balance has grown in comparison to 2023, demonstrating strong customer acquisition and retention in the year.

8. Share Capital

	2024	2023
	£	£
Allotted, Called up and fully paid	121	121

9. Exceptional Item - End of lease costs

Included within the profit and loss account for the year ended 31st December 2024 is an expense of £113,977 relating to an end of lease dilpadition charge. This cost was incurred due to the completion of a ten year lease of premises.

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		2024		2023
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	4		1,218,499		1,197,876
Tangible Assets	5		4,731		36,899

			1,223,230		1,234,775
CURRENT ASSETS
Debtors	6	334,230		123,531
Cash at bank and in hand		1,144,420		1,042,946

		1,478,650		1,166,477
Creditors: Amounts Falling Due Within One Year	7	(1,667,956 )		(1,090,215 )

NET CURRENT ASSETS (LIABILITIES)			(189,306 )		76,262

TOTAL ASSETS LESS CURRENT LIABILITIES			1,033,924		1,311,037

NET ASSETS			1,033,924		1,311,037

CAPITAL AND RESERVES
Called up share capital	8		121		121
Share premium account			1,475,573		1,475,573
Other reserves			254,460		209,246
Profit and Loss Account			(696,230 )		(373,903 )

SHAREHOLDERS' FUNDS			1,033,924		1,311,037