Rhizo Ptx Ltd
Unaudited Financial Statements
For the period from incorporation on 29 October 2024 to 31 October 2025
Pages for Filing with Registrar
Company Registration No. 16047226 (England and Wales)
Rhizo Ptx Ltd
Contents
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 8
Rhizo Ptx Ltd
Balance Sheet
As at 31 October 2025
31 October 2025
Page 1
2025
Notes
£
£
Fixed assets
Tangible assets
4
11,517
Current assets
Debtors
5
6,685
Cash at bank and in hand
125,151
131,836
Creditors: amounts falling due within one year
6
(11,488)
Net current assets
120,348
Total assets less current liabilities
131,865
Creditors: amounts falling due after more than one year
7
(217,485)
Net liabilities
(85,620)
Capital and reserves
Called up share capital
8
100
Profit and loss reserves
(85,720)
Total equity
(85,620)
Rhizo Ptx Ltd
Balance Sheet (Continued)
As at 31 October 2025
31 October 2025
Page 2

For the financial period ended 31 October 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

T he 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

The financial statements were approved by the board of directors and authorised for issue on 30 June 2026 and are signed on its behalf by:
Dr A Stott
Director
Company Registration No. 16047226
Rhizo Ptx Ltd
Notes to the Financial Statements
For the period ended 31 October 2025
Page 3
1
Accounting policies
Company information

Rhizo Ptx Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Unit 21a, Surrey Technology Centre, Occam Road, Surrey Research Park, Guildford, GU2 7YG.

1.1
Reporting period

These are the first financial statements of the company and they cover a period of more than twelve months, as this is the company’s first accounting period.

1.2
Basis of preparation

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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts 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.

1.3
Going concern

Based on these considerations, the directors do not identify any material uncertainty that may cast significant doubt on the company’s ability to continue as a going concern.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

The company has experienced a financial loss in the year of £96,248. After the reporting date, in January 2026, Rhizo P tx Ltd received grant income of £47,500. This represents additional funding to the company to support its ability to meet its liabilities as they fall due for a period of not less than 12 months from the date of these financial statements.

Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Tangible fixed assets

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:

Laboratory equipment
over 2 to 10 years on straight line basis
Computer equipment
over 4 years on straight line basis
Fixtures and fittings
over 2 years on straight line basis
Rhizo Ptx Ltd
Notes to the Financial Statements (Continued)
For the period ended 31 October 2025
1
Accounting policies
(Continued)
Page 4

The useful economic life of the assets in the laboratory equipment class have been considered on an asset-wise basis.

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.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and 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.

1.8
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 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.

Rhizo Ptx Ltd
Notes to the Financial Statements (Continued)
For the period ended 31 October 2025
1
Accounting policies
(Continued)
Page 5
Basic financial assets

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.

Classification of financial liabilities

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

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 paymen ts 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. A m ounts 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.

1.9
Compound instruments

The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

1.10
Equity instruments

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.

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Rhizo Ptx Ltd
Notes to the Financial Statements (Continued)
For the period ended 31 October 2025
1
Accounting policies
(Continued)
Page 6
1.12
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.13
Leases
As lessee

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

2
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 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 directors do not consider there to be any key estimates in the current period.

3
Employees

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

2025
Number
Total
3
Rhizo Ptx Ltd
Notes to the Financial Statements (Continued)
For the period ended 31 October 2025
Page 7
4
Tangible fixed assets
Laboratory equipment
Computer equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 29 October 2024
-
0
-
0
-
0
-
0
Additions
9,289
1,258
2,000
12,547
At 31 October 2025
9,289
1,258
2,000
12,547
Depreciation and impairment
At 29 October 2024
-
0
-
0
-
0
-
0
Depreciation charged in the period
580
117
333
1,030
At 31 October 2025
580
117
333
1,030
Carrying amount
At 31 October 2025
8,709
1,141
1,667
11,517
5
Debtors
2025
Amounts falling due within one year:
£
Other debtors
5,748
Prepayments and accrued income
937
6,685
6
Creditors: amounts falling due within one year
2025
£
Trade creditors
8,200
Other creditors
3,288
11,488

Rhizo Ptx Ltd
Notes to the Financial Statements (Continued)
For the period ended 31 October 2025
Page 8
7
Creditors: amounts falling due after more than one year
2025
£
Convertible loans
216,235
Other creditors
1,250
217,485

Included within creditors is a convertible loan note with a carrying value at the balance sheet date of £216,235.

The k ey terms of the instrument are as follows:

- The loan is n on‑interest bearing.

- The note is c onvertible into shares based on certain conditions.

- The loan is u nsecured, but senior to other debt.

- The loan is r epayable in May 2027, unless converted earlie r, and may be repayable earlier in certain circumstances.

The loan is measured at amortised cost. It was initially recognised at a discount, with the difference recognised in profit or loss, and is unwound over the term using the effective interest method.

8
Called up share capital
2025
2025
Ordinary share capital
Number
£
Issued, unpaid
Ordinary shares of £1 each
100
100

After the year-end, in May 2026, the company subdivided its issued share capital from 100 ordinary shares of £1 each, to 1,000,000 ordinary shares of 0.01p each. The aggregate nominal value of issued share capital remained unchanged at £100.

No additional consideration was received by the company in respect of this subdivision.

9
Related party transactions

Included within other creditors is a balance of £1,136 due to the directors as at 31 October 2025.

10
Parent company

There is no one ultimate controlling party.

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