REGISTERED NUMBER: 15182244 (England and Wales)

Financial Statements

for the Period 1 November 2024 to 31 December 2025

for

Acoustofab Ltd

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3

DIRECTORS:

Dr. S Bansal

V Padmanabhan

Dr S Subramanian

REGISTERED OFFICE:

Unit 108, E1 Studios, Whitechapel Road,

Whitechapel Road

London

E1 1DU

REGISTERED NUMBER:

15182244 (England and Wales)

ACCOUNTANTS:

Atraxa Consulting Limited

Brooke's Mill

Armitage Bridge

Huddersfield

West Yorkshire

HD4 7NR

FIXED ASSETS

Tangible assets

4

15,892

1,565

CURRENT ASSETS

Debtors

5

848,154

7,000

Cash at bank

49,777

116,517

897,931

123,517

CREDITORS

Amounts falling due within one year

6

286,416

180,687

NET CURRENT ASSETS/(LIABILITIES)

611,515

(57,170

)

TOTAL ASSETS LESS CURRENT LIABILITIES

627,407

(55,605

)

CAPITAL AND RESERVES

Called up share capital

1

1

Share premium

335,000

-

Shares to be issued reserve

390,000

-

Retained earnings

(97,594

)

(55,606

)

627,407

(55,605

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the period ended 31 December 2025 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 8 July 2026 and were signed on its behalf by:

Dr S Subramanian - Director

1.	STATUTORY INFORMATION

Acoustofab 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 presentation currency of the financial statements is the Pound Sterling (£).

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.

The company prepared its financial statements for the period ended 31 October 2024 under FRS 105 - The Financial Reporting Standard applicable to the Micro-entities regime. For the current financial year, the company has transitioned to FRS 102 - The Financial Reporting Standard applicable in the UK and Republic of Ireland. There is no impact of this transition on either the net assets or the result for the period previously reported.

Turnover

Revenue comprises income from the provision of contract services, net of VAT. Services supplied to customers under agreements are recognised at point in time, when the performance obligation is met.

The difference between the amount of income recognised and the amount invoiced on a particular contract is included in the statement of financial position as either accrued or deferred income. Amounts included in accrued or deferred income due within one year are expected to be recognised within one year. Accrued income is included with current assets and deferred income is included within current liabilities.

Tangible fixed assets

Property, plant and equipment are stated at historical cost less accumulated depreciation and any accumulated impairment losses.

Historical cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use.

Depreciation is charged so as to write down the cost of assets to their estimated residual values over their remaining useful lives on a straight-line basis.

Estimated useful lives are summarised as follows:

- Leasehold improvements the term of the lease or useful life if shorter

- Plant and machinery 5 years

- Fixtures and fittings 5 years

- Computer equipment 3 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in the statement of profit and loss.

Impairment - non-financial assets

At each reporting date, the company reviews the carrying amounts of non-financial 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 the asset does not generate cash flows that are independent from other assets, 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 is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.

Financial assets

Trade and other receivables and cash at bank balances are classified as financial assets and are recognised at amortised cost, which is usually initial transaction value, and are subsequently carried at amortised cost less provisions for impairment where necessary.

Financial liabilities

Trade and other payables are classified as financial liabilities and are recognised at amortised cost, which is usually initial transaction value, and are subsequently carried at amortised cost.

Taxation

Taxation for the period comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the period end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Internally generated intangible assets (development costs)

Expenditure on internally developed products is capitalised if it can be demonstrated that:

- it is technically feasible to develop the product for it to be sold

- adequate resources are available to complete the development

- there is an intention to complete and sell the product

- the company is able to sell the product

- sale of the product will generate future economic benefits, and

- expenditure on the project can be measured reliably.

Capitalised development costs are amortised over the periods the company expects to benefit from selling the products developed. The amortisation expense is included within administrative expenses in the income statement.

Development expenditure not satisfying the above criteria and expenditure on the research phase of internal projects are recognised in the income statement as incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position 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.

Hire purchase and leasing commitments

Rentals payable under operating leases are charged in the income statement on a straight-line basis over the lease term. Lease incentives are recognised over the lease term on a straight-line basis.

Pension costs and other post-retirement benefits

Contributions to defined contribution pension schemes are charged to the income statement in the year to which they relate.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 7 (2024 - 1 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

machinery

etc

£

COST

At 1 November 2024

1,565

Additions

17,018

At 31 December 2025

18,583

DEPRECIATION

Charge for period

2,691

At 31 December 2025

2,691

NET BOOK VALUE

At 31 December 2025

15,892

At 31 October 2024

1,565

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

826,657

7,000

Other debtors

21,497

-

848,154

7,000

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

61,451

11,056

Taxation and social security

20,188

(644

)

Other creditors

204,777

170,275

286,416

180,687

Included within other creditors at 31 December 2025 is a convertible loan of £85,000 (2024: £nil). This loan is interest free, unsecured and was scheduled to be repaid by 31 January 2026. Subsequent to the year end, this loan was converted into new Seed Shares.

Included within other creditors at 31 December 2024 were convertible loans of £79,000. These loans were converted into new Ordinary shares during 2025. In addition, at 31 December 2024, the company had outstanding loans due to directors totalling £91,010. Of this amount, £86,000 was converted into new Ordinary shares during 2025 and the remaining £5,010 was repaid to the directors in January 2026.

7.	POST BALANCE SHEET EVENTS

Subsequent to the year-end, on 8 January 2026, the company undertook an investment funding round. The company issued new Seed Shares. Total cash consideration of £1,035,500 was received. In addition, the convertible loan of £85,000 outstanding at 31 December 2025 was converted in Seed Shares, and the balance on the "Shares to be issued reserve" at 31 December 2025 of £390,000 was also converted in Seed Shares.