Registration number:
Prepared for the registrar
for the
Year Ended 31 December 2024
UPP Technologies LTD
Contents
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Company Information |
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Balance Sheet |
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Notes to the Financial Statements |
UPP Technologies LTD
Company Information
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Directors |
B V White D A P Smith J D Gale |
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Registered office |
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Auditors |
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UPP Technologies LTD
(Registration number: 12261525)
Balance Sheet as at 31 December 2024
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Note |
2024 |
2023 |
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Fixed assets |
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Tangible assets |
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Current assets |
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Debtors |
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Creditors: Amounts falling due within one year |
( |
( |
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Net current liabilities |
( |
( |
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Net liabilities |
( |
( |
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Capital and reserves |
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Called up share capital |
1 |
1 |
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Retained earnings |
(6,958,065) |
(4,435,077) |
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Shareholders' deficit |
(6,958,064) |
(4,435,076) |
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.
Approved and authorised by the
Director
UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
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General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
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Accounting policies |
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 for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.
Summary of disclosure exemptions
The company has taken advantage of the exemption in section 33.1A of FRS 102 to not disclose transactions with its parent of with members of the same group that are wholly owned.
Name of parent of group
These financial statements are consolidated in the financial statements of Upp Technologies Group Ltd.
The financial statements of Upp Technologies Group Ltd may be obtained from 4 Crown Place, London, England, EC2A 4BT.
Going concern
The financial statements have been prepared on a going concern basis, which the directors consider to be appropriate, this has been considered for the group as a whole. In forming this assessment, the directors have considered the group’s cash flow forecasts, liquidity and fundraising plans for a period of at least twelve months from the date of approval of these financial statements.
Since year-end, the company has signed several more enterprise customers and continues to grow the pipeline of prospective customers, which is expected to support future revenue growth and cash generation.
Subsequent to the year end, the parent company successfully closed a funding round which saw participation from both new and existing shareholders. This provides significant working capital for the foreseeable future for which to support the trade of the Company.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Judgements
No significant judgements have been made by management in preparing these financial statements. |
UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Key sources of estimation uncertainty
Share-based payment
A share-based payment is recognised in respect of the share option scheme offered to certain members of staff. The fair-value of the options are calculated using the Black Scholes model. The use of the model includes considering the expected life of the options, the number of options expected to vest, the volatility of the share price similar traded companies and the risk free interest rate. Further details of share-based payments are disclosed in note 9.
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the 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.
Foreign currency transactions and balances
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 and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current corporation 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 group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.
Tangible assets
Tangible assets are stated in the statement of financial position 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:
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Asset class |
Depreciation method and rate |
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Furniture, fittings and equipment |
15% reducing balance |
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Other property, plant and equipment |
33% on the straight line basis |
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UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits.
Trade debtors
Trade debtors are amounts due from customers for services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. 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 debtors.
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 all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.
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.
Financial instruments
Classification
Recognition and measurement
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.
UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
Impairment
Non-financial assets:
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
Financial assets:
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.
For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
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Staff numbers |
The average number of persons employed by the company (including directors) during the year, was
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Tangible assets |
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Furniture, fittings and equipment |
Other property, plant and equipment |
Total |
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Cost |
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At 1 January 2024 |
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Additions |
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Disposals |
- |
( |
( |
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At 31 December 2024 |
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Depreciation |
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At 1 January 2024 |
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Charge for the year |
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Eliminated on disposal |
- |
( |
( |
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At 31 December 2024 |
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Carrying amount |
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At 31 December 2024 |
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At 31 December 2023 |
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UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
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Debtors |
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2024 |
2023 |
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Trade debtors |
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Prepayments |
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Other debtors |
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Creditors |
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2024 |
2023 |
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Due within one year |
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Trade creditors |
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Amounts due to parent company |
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Social security and other taxes |
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- |
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Accrued expenses |
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Deferred income |
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- |
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Obligations under operating leases |
Operating leases
The total of future minimum lease payments is as follows:
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2024 |
2023 |
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Not later than one year |
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Later than one year and not later than five years |
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The amount of non-cancellable operating lease payments recognised as an expense during the year was £
UPP Technologies LTD
Notes to the Financial Statements for the Year Ended 31 December 2024
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Share-based payments |
Scheme details and movements
On 1 November 2023, UPP Technologies Group Limited granted 7,628,149 new share options under an equity settled share option plan for the benefit of certain employees of the company at an HMRC approved price. The employee is entitled to exercise a proportion of the share options each quarter over a period of three years subject to ongoing employment.
on 27 August 2024, a further 458,185 new share options were granted under the equity settled share option plan for the benefit of certain employees of the company at an HMRC approved price. The employee is entitled to exercise a proportion of the share options each quarter over a period of four years subject to ongoing employment.
The movements in the number of share options during the year were as follows:
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2024 |
2023 |
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Outstanding, start of period |
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- |
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Granted during the period |
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Outstanding, end of period |
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The movements in the weighted average exercise price of share options during the year were as follows:
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2024 |
2023 |
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Outstanding, start of period |
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- |
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Granted during the period |
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Outstanding, end of period |
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Share capital |
Allotted, called up and fully paid shares
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2024 |
2023 |
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No. |
£ |
No. |
£ |
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Ordinary share of £1 each |
1 |
1 |
1 |
1 |
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Audit report |