REGISTERED NUMBER: 11496946 (England and Wales)

Humaans Software UK Ltd

Unaudited Financial Statements

for the Year Ended 31 December 2024

Page

Company Information

1

Balance Sheet

2

Statement of Changes in Equity

3

Notes to the Financial Statements

4

Directors:

K Narkevicius

G Luperti

Secretary:

OHS Secretaries Limited

Registered office:

Office 7

35-37 Ludgate Hill

London

EC4M 7JN

Registered number:

11496946 (England and Wales)

Accountants:

Cooper Parry Advisory Limited

Broadwalk House, 5th Floor

5 Appold Street

Broadgate

London

EC2A 2AG

Fixed assets

Tangible assets

4

33,929

44,474

Current assets

Debtors

5

207,660

236,742

Cash at bank

1,255,847

3,099,254

1,463,507

3,335,996

Creditors

Amounts falling due within one year

6

1,696,926

5,997,698

Net current liabilities

(233,419

)

(2,661,702

)

Total assets less current liabilities

(199,490

)

(2,617,228

)

Capital and reserves

Called up share capital

7

2

2

Share premium

7,988,363

2,827,326

Retained earnings

(8,187,855

)

(5,444,556

)

Shareholders' funds

(199,490

)

(2,617,228

)

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 Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 December 2025 and were signed on its behalf by:

G Luperti - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2023

2

(2,910,069

)

-

(2,910,067

)

Changes in equity

Issue of share capital

-

-

2,827,326

2,827,326

Total comprehensive income

-

(2,534,487

)

-

(2,534,487

)

Balance at 31 December 2023

2

(5,444,556

)

2,827,326

(2,617,228

)

Changes in equity

Issue of share capital

-

-

5,161,037

5,161,037

Total comprehensive income

-

(2,743,299

)

-

(2,743,299

)

Balance at 31 December 2024

2

(8,187,855

)

7,988,363

(199,490

)

1.	Statutory information

Humaans Software UK 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.

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern

The directors have considered the basis of the preparation of the accounts and have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Therefore on this basis, alongside the continuing support of the Parent company, the directors consider it appropriate to prepare the Financial Statements on the going concern basis.

Significant judgements and estimates

In applying the Company's accounting policies, the directors are required to make judgements, estimates and

assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimated and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

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.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover represents amounts receivable for services provided in the year and is stated net of VAT.

Tangible fixed assets

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

Computer equipment

-

25% on cost

Financial instruments

Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a

party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial

recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

Financial liabilities and equity instruments issued by the company are classified in accordance with the

substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Foreign currencies

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 of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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 34 (2023 - 33 ) .

4.	Tangible fixed assets

Computer

equipment

£

Cost

At 1 January 2024

72,472

Additions

7,836

At 31 December 2024

80,308

Depreciation

At 1 January 2024

27,998

Charge for year

18,381

At 31 December 2024

46,379

Net book value

At 31 December 2024

33,929

At 31 December 2023

44,474

5.

Debtors: amounts falling due within one year

2024

2023

£

£

Trade debtors

91,315

147,407

Other debtors

116,345

89,335

207,660

236,742

6.

Creditors: amounts falling due within one year

2024

2023

£

£

Trade creditors

93,397

35,141

Amounts owed to group undertakings

143,912

5,161,037

Taxation and social security

134,759

72,123

Other creditors

1,324,858

729,397

1,696,926

5,997,698

7.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

8,000,002

Ordinary

0.00000025

2

2

1 Ordinary share of 0.00000025 was allotted as fully paid at a premium of 5,161,037 during the year.

8.	Related party disclosures

As at the year end, a balance of £143,912 (2023: £5,161,037) was owed to a group company. No interest was charged on this loan and it is repayable on demand.

9.	Ultimate controlling party

In the opinion of the Directors, the ultimate controlling party is Humaans Inc, an entity incorporated in the United States.