REGISTERED NUMBER: 14746184 (England and Wales)

Unaudited Financial Statements

for the Year Ended 31 December 2024

for

SPHERES INVESTMENT ADVISOR LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

F B C Kamps

J N Salame

REGISTERED OFFICE:

5th Floor Halo

Counterslip

Bristol

BS1 6AJ

REGISTERED NUMBER:

14746184 (England and Wales)

ACCOUNTANTS:

Gravita

Chartered Accountants

6-8 Bath Street

Bristol

BS1 6HL

FIXED ASSETS

Intangible assets

4

90,573

-

Tangible assets

5

10,512

5,636

101,085

5,636

CURRENT ASSETS

Debtors

6

256,924

35,790

Cash at bank

334,345

189,021

591,269

224,811

CREDITORS

Amounts falling due within one year

7

(2,554,701

)

(1,071,098

)

NET CURRENT LIABILITIES

(1,963,432

)

(846,287

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,862,347

)

(840,651

)

CAPITAL AND RESERVES

Called up share capital

1

1

Retained earnings

(1,862,348

)

(840,652

)

(1,862,347

)

(840,651

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2025 and were signed on its behalf by:

F B C Kamps - Director

1.	COMPANY INFORMATION

Spheres Investment Advisor Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The company's principal activities and nature of its operations is disclosed in the Report of the Directors.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006.

The financial statements are prepared in Euro (€), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest Euro.

The financial statements have been prepared on the historical cost convention. The principal accounting policies adopted are set out below.

Going concern

In order to assess whether it is appropriate for the company to be reported as a going concern, the directors applied judgement, having undertaken appropriate enquiries and having considered the business activities and the companies principal risks and uncertainties. Based on these assessments, given the measures that could be undertaken to mitigate the current adverse conditions, and the current resources available, the directors have concluded that they can continue to adopt the going concern basis in preparing the financial statements.

At the balance sheet date the company had net current liabilities of £1,963,432 (2023: £846,287). Included in current liabilities is an amount of £2,195,013 (2023: £1,047,771) owed to the parent company. The parent company has committed to providing sufficient financial support to the company for the foreseeable future to ensure the company will continue to meet its obligations as they fall due. The parent company have confirmed that these amounts, although technically payable in less than one year, will not be called for payment until the company is in a position to do so. Therefore, the directors are satisfied that the company will be able to meet its liabilities as they fall due, and the going concern basis is appropriate.

Turnover

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and services provided in the normal course of business, net of discounts, VAT and other sales related taxes.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

App development costs are being amortised evenly over an estimated useful life of five years. No amortisation is recognised in these financial statements as the app was not yet available for use at the year-end.

Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life:

-

Computer equipment - 33% on cost

Cash and cash equivalents

Cash and cash equivalents 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 current liabilities.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments. Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, amounts due from group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities

Basic financial liabilities, including trade and other creditors and amounts due to group undertakings 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. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Financial liabilities are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Foreign currencies

Assets and liabilities in foreign currencies are translated into Euro (€) at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into Euro at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Leasing commitments

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 4 (2023 - 2 ) .

4.	INTANGIBLE FIXED ASSETS

App

development

costs

€

COST

Additions

90,573

At 31 December 2024

90,573

NET BOOK VALUE

At 31 December 2024

90,573

5.	TANGIBLE FIXED ASSETS

Computer

equipment

€

COST

At 1 January 2024

6,295

Additions

8,021

At 31 December 2024

14,316

DEPRECIATION

At 1 January 2024

659

Charge for year

3,145

At 31 December 2024

3,804

NET BOOK VALUE

At 31 December 2024

10,512

At 31 December 2023

5,636

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

€

€

Trade debtors

37,180

-

Amounts owed by group undertakings

15,497

-

Other debtors

1,875

958

VAT

58,944

29,577

Prepayments and accrued income

143,428

5,255

256,924

35,790

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

€

€

Trade creditors

315,140

17,846

Amounts owed to group undertakings

2,195,013

1,047,771

Directors' current accounts

-

764

Accruals and deferred income

44,548

4,717

2,554,701

1,071,098

8.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2024

2023

€

€

Within one year

-

4,600

9.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

10.	PARENT COMPANY

The company's parent company is Spheres Holding Ltd whose registered office is 5th Floor Halo, Counterslip, Bristol, BS1 6AJ.