For the financial period ended 30 April 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its financial statements for the period in question 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.

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Prolius Limited is a private company limited by shares incorporated in England and Wales. The registered office is Barley Mow Centre, 10 Barley Mow Passage, London, W4 4PH.

These financial statements are for the period 1 April 2024 to 30 April 2025, and therefore the comparative amounts presented in the financial statements (including the related notes) are not entirely comparable as the prior period was for the year ending 31 March 2024.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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

At the time of approving the financial statements, the directors have a reasonable expectation that thetrue company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

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.

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet 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, 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 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.

Basic financial liabilities, including creditors and bank loans, 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.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax expense represents the sum of the tax currently payable.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes 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 reporting end date.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The average monthly number of persons (including directors) employed by the company during the period was:

Other creditors includes two loans, one received from each of the company's directors, Johan Haynes and Richard Stenson, under interest-only agreements. Johan Haynes has provided a loan of £36,288, with an annual interest rate of 9.95%, and Richard Stenson has provided a loan of £76,301, with an annual interest rate of 14.99%.

Both loans are repayable within 5 years, with interest-only payments due during the loan term. The loans are classified as financial liabilities, with interest charged at the respective rates, and the principal amounts are due for repayment at the end of the 5-year period.

On 22 October 2024, 2 Ordinary shares of £1 each were sub-divided into 2,000,000 Ordinary shares of £0.000001 each.

On 31 October 2024, 186,110 Ordinary shares of £0.000001 each were issued at a premium of £1.799999 each.

Nucleus Cash Flow Finance2 Limited held a fixed and floating charge over all property or undertakings owned by Prolius Limited. The charges were held as security over all amounts owed to Nucleus Cash Flow Finance2 Limited. The amount owed by the company to Nucleus Cash Flow Finance2 Limited at the balance sheet date was £nil (2024: £nil). This charge was satisfied on 1 May 2025.

Reward Finance Group Limited held a fixed and floating charge over all present and future estates and interests in any freehold, leasehold or commonhold property owned by Prolius Limited and a fixed charge over Prolius Limited's intellectual property. The charges were held as security over all amounts owed to Reward Finance Group Limited. The amount owed by the company to Reward Finance Group Limited at the balance sheet date was £nil (2024: £nil). This charge was satisfied on 4 May 2025.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

Included within other creditors is an amount of £40,000 (2024: £nil) loaned to the company by a close family member of one of the directors. The loan is an interest-only agreement for the first six months before converting to a loan where both the interest amount and a portion of the capital is paid each month. The loan carries an annual interest rate of 12%. This loan is repayable within 4 years.

See the creditors: amounts falling due after more than one year note for details of loans provided to the company by its directors.