REFACEAI LIMITED


Director	VOLOVYK, Anton


Registered Address	C/O Rwk Goodman Llp
	69 Carter Lane
	London
	EC4V 5EQ


Registered Number	13440268 (England and Wales)

Balance Sheet as at
31 December 2025

	Notes	2025		2024
		£	£	£	£
Current assets
Debtors	3	2,975,458		2,808,379
Cash at bank and on hand		1,437,071		1,012,268
		4,412,529		3,820,647
Creditors amounts falling due within one year	4	(9,535,415)		(7,984,936)
Net current assets (liabilities)			(5,122,886)		(4,164,289)
Total assets less current liabilities			(5,122,886)		(4,164,289)
Net assets			(5,122,886)		(4,164,289)
Capital and reserves
Called up share capital			1,000		1,000
Profit and loss account			(5,123,886)		(4,165,289)
Shareholders' funds			(5,122,886)		(4,164,289)

The company was entitled to exemption from audit for this reporting period under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.
The Director acknowledges their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.
These accounts have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The directors have chosen to not file a copy of the company’s profit and loss account under section 444 (5A) Companies Act 2006.
The members have agreed to the preparation of abridged accounts for this accounting period in accordance with section 444(2A).

The financial statements were approved and authorised for issue by the Director on 31 July 2026, and are signed on its behalf by:

VOLOVYK, Anton
Director
Registered Company No. 13440268

REFACEAI LIMITED

Notes to the Financial Statements
for the year ended 31 December 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

	Statement of compliance
	The financial statements have been prepared in compliance with FRS 102 Section 1A as it applies to the financial statements for the period and there were no material departures from the reporting standard.

	Going concern
	The company has recorded a significant loss in 2025 and does not carry the working capital to support such losses for a long period. The accounts have been prepared on a going concern basis which assumes that the company will be able to continue to meet its financial obligations for a period of at least 12 months from the date of this report. In deciding that this basis was appropriate, the director considered the company's cash flow forecasts and the support of Neocortext Inc.

Going concern

The company has recorded a significant loss in 2025 and does not carry the working capital to support such losses for a long period.

The accounts have been prepared on a going concern basis which assumes that the company will be able to continue to meet its financial obligations for a period of at least 12 months from the date of this report. In deciding that this basis was appropriate, the director considered the company's cash flow forecasts and the support of Neocortext Inc.

	Turnover policy
	Revenue from software licensing is recognised evenly across the period of the licence. Revenue is measured at the fair value of the consideration received or receivable for services provided in the normal course of business and net of refund, discounts and sales taxes.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

	Intangible assets
	Intangible fixed assets are measured at cost less any accumulative impairment losses. Amortisation is charged on intangible assets in line with the Company's assessment of the period in which economic benefit will flow.

	Tangible fixed assets and depreciation
	Tangible fixed assets are stated at cost or valuation less depreciation. Depreciation is provided on all tangible fixed assets as follows:

	Finance leases and hire purchase contracts
	Assets held under finance leases which are leases where substantially all the risks and rewards of ownership of the asset have passed to the company, and hire purchase contracts are capitalised in the balance sheet. They are depreciated over the shorter of their useful lives or the term of the lease.

2.	Average number of employees


		2025		2024
	Average number of employees during the year	1		1

3.	Debtors: amounts due within one year

	2025	2024
	£	£
Trade debtors / trade receivables	805,106	1,115,590
Other debtors	2,168	4,015
Prepayments and accrued income	2,168,184	1,688,774
Total	2,975,458	2,808,379

4.	Creditors: amounts due within one year

	2025	2024
	£	£
Trade creditors / trade payables	769,678	562,455
Taxation and social security	4,748	3,370
Other creditors	270	271
Accrued liabilities and deferred income	8,760,719	7,418,840
Total	9,535,415	7,984,936


	Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

5.	Related party transactions
	RefaceAI Limited is a wholly owned subsidiary of Neocortext Inc. During the year to 31 Dec 2025, RefaceAI Limited bought services from the group totaling £1,942,606 (2024: £2,197,271). RefaceAI Limited sold services, during the year, to the group of £567,247 (2024: £86,506). As at 31 Dec 2025, RefaceAI Limited owed the group £185,457 (2024: £318,412), and was owed £435,523 (2024: £43,544).

Related party transactions

RefaceAI Limited is a wholly owned subsidiary of Neocortext Inc. 

During the year to 31 Dec 2025, RefaceAI Limited bought services from the group totaling £1,942,606 (2024: £2,197,271). RefaceAI Limited sold services, during the year, to the group of £567,247 (2024:  £86,506).

As at 31 Dec 2025, RefaceAI Limited owed the group £185,457 (2024: £318,412), and was owed £435,523 (2024: £43,544).