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Financial Statements for the Year Ended 31 December 2020 |
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Helperby Therapeutics Limited |
REGISTERED NUMBER:
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Financial Statements for the Year Ended 31 December 2020 |
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for |
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Helperby Therapeutics Limited |
Helperby Therapeutics Limited (Registered number: 04390014) |
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Contents of the Financial Statements |
for the Year Ended 31 December 2020 |
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Company Information | 1 |
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Balance Sheet | 2 |
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Notes to the Financial Statements | 3 |
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Helperby Therapeutics Limited |
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Company Information |
for the Year Ended 31 December 2020 |
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DIRECTORS: |
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SECRETARY: |
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REGISTERED OFFICE: |
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REGISTERED NUMBER: |
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AUDITORS: |
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Pendragon House |
65 London Road |
St Albans |
Hertfordshire |
AL1 1LJ |
Helperby Therapeutics Limited (Registered number: 04390014) |
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Balance Sheet |
31 December 2020 |
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31.12.20 | 31.12.19 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Tangible assets | 4 |
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CURRENT ASSETS |
Debtors | 5 |
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Cash at bank and in hand |
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CREDITORS |
Amounts falling due within one year | 6 |
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NET CURRENT LIABILITIES |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CAPITAL AND RESERVES |
Called up share capital | 7 |
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Share premium |
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Other reserves |
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Retained earnings |
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In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
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The financial statements were approved by the Board of Directors and authorised for issue on
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Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements |
for the Year Ended 31 December 2020 |
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1. | STATUTORY INFORMATION |
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Helperby Therapeutics Limited is a
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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. |
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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 £. |
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The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. |
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The principal accounting policies adopted are set out below. |
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Going concern |
As at 31 December 2020 the company had net liabilities of £21,337,284 (2019 - £20,301,911). The group's principal activity is developing intellectual property ("IP"). This IP is still in the research phase and the group will therefore continue to generate losses for the foreseeable future. Helperby Therapeutics Group Limited "Parent", the parent and ultimate controlling party, has confirmed its intention to provide such financial support as is necessary to the company as to enable both to meet its liabilities as they fall due and carry on its business without a significant curtailment in operations until a date at least twelve months from the date of approval of these financial statements. |
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The company meets its day to day working capital requirements through loans from its parent undertaking. As at 31 December 2020, the amount due to Parent included in creditors was £18,366,606 (2019 - £16,944,900). |
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As such the directors have a reasonable expectation that the group has adequate resources, which includes undrawn facilities underwritten by a director and shareholder, to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements. |
Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 December 2020 |
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2. | ACCOUNTING POLICIES - continued |
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Critical accounting 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. |
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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. |
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Critical judgements |
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. |
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Recognition of research and development tax relief |
Corporation tax relief in respect of research and development tax credit is included in the income statement on the basis of the amount that the directors expect to receive in respect of the research and development expenditure incurred during the year. The balance at the year end is disclosed in debtors. |
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Tangible fixed assets |
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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: |
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Plant and equipment | 15% reducing balance |
Computers | 33% straight line |
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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. |
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Grants received |
Grants are credited to deferred revenue. Grants towards capital expenditure are released to the profit and loss account over the expected useful life of the assets. Grants toward revenue expenditure are released to the profit and loss account as the related expenditure is incurred. |
Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 December 2020 |
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2. | ACCOUNTING POLICIES - continued |
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Financial instruments |
The company has elected to apply the provisions of Section 11 and Section 12 of FRS 102 to all of its financial instruments. |
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Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument. |
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Basic financial assets |
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price 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 fair value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised. |
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Basic financial liabilities |
Basic financial liabilities, which include trade and other payables and bank loans, are initially measured at |
transaction price and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present fair value of the future receipts discounted at a market rate of interest . |
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Taxation |
Taxation for the year 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. |
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Current or deferred taxation assets and liabilities are not discounted. |
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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 balance sheet date. |
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Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
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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 year end and that are expected to apply to the reversal of the timing difference. |
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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. |
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Research and development |
Research expenditure is written off against profits in the year in which it is incurred. Development expenditure is written off in the same way unless the directors are satisfied as to the technical, commercial and financial viability of individual projects. In this situation, the expenditure is deferred and amortised over the period during which the company is expected to benefit. |
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Foreign currencies |
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss. |
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Pension costs and other post-retirement benefits |
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. |
Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 December 2020 |
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2. | ACCOUNTING POLICIES - continued |
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Cash and cash equivalents |
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks. |
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Share-based payments |
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes option- pricing model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity. |
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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. |
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3. | EMPLOYEES AND DIRECTORS |
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The average number of employees during the year was
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4. | TANGIBLE FIXED ASSETS |
Plant and | Computer |
machinery | equipment | Totals |
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COST |
At 1 January 2020 |
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Additions |
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At 31 December 2020 |
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DEPRECIATION |
At 1 January 2020 |
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Charge for year |
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At 31 December 2020 |
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NET BOOK VALUE |
At 31 December 2020 |
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At 31 December 2019 |
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5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.12.20 | 31.12.19 |
£ | £ |
Other debtors |
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Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 December 2020 |
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6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.12.20 | 31.12.19 |
£ | £ |
Trade creditors |
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Amounts owed to group undertakings |
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Taxation and social security |
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Other creditors |
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7. | CALLED UP SHARE CAPITAL |
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31.12.20 | 31.12.19 |
£ | £ |
Ordinary share capital |
Issued and fully paid |
1,045,656 'A' Ordinary shares of 10p each | 104,556 | 104,556 |
250,000 'B' Ordinary shares of 10p each | 25,000 | 25,000 |
75,000 'C' Ordinary shares of 10p each | 7,500 | 7,500 |
500 'D' Ordinary shares of 10p each | 50 | 50 |
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The 'D' Shareholders are entitled to such number of votes as will be calculated using the following equation, (X/.96)- X, where X equals the aggregate number of ordinary share that are in issue at the time of the vote, rounded up to the nearest whole number. The other ordinary shareholders are entitles to one vote for each share held. |
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The 'D' shareholders are entitled to receive 4% of any dividend paid, with the remaining 96% paid to the other ordinary shareholders in proportion to their shareholding. |
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On return of capital, firstly the Intellectual Property Rights held by the company will be assigned to the 'D' shareholders; secondly 4% of the remaining surplus assets will be paid to the 'D' shareholders; and finally,the balance of surplus assets will be paid to the remaining shareholders in proportion to the shares they hold. |
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8. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
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The Report of the Auditors was unqualified. |
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for and on behalf of
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Helperby Therapeutics Limited (Registered number: 04390014) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 December 2020 |
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9. | RELATED PARTY DISCLOSURES |
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During the year the company entered into the following transactions with related parties: |
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Name of related party | Nature of relationship |
Related party A | Director and shareholder of parent company |
Related party B | Company director and shareholder |
Related party C | Company director and shareholder |
Related party D | Company with a director in common |
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Transactions with related parties | 31.12.20 | 31.12.19 |
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Related party | Description of transaction |
Related party A | Fees | 18,000 | 7,500 |
Related party D | Professional services | 164,288 | 170,890 |
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Amounts owed to related parties | 31.12.20 | 31.12.19 |
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Related party |
Related party A | - | 7,500 |
Related party B | 49,500 | 49,500 |
Related party C | 400,000 | 400,000 |
Related party D | 42 | 16,112 |
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In addition to the above, a director was owed £nil (2019: £7,312) of business expenditure as at the year end. |
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10. | PARENT COMPANY |
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The immediate and ultimate parent company is Helperby Therapeutics Group Limited, a company incorporated in the United Kingdom whose registered office is 66 Lincoln's Inn Fields, London, WC2A 3 LH. In the opinions of the directors there is no ultimate controlling party. |
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The consolidated accounts of the parent company are publicly available from Companies House, Crown Way, Cardiff, CF14 3UZ. |