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Financial Statements for the Year Ended 31 March 2022 |
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The SureChill Company Limited |
REGISTERED NUMBER:
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Financial Statements for the Year Ended 31 March 2022 |
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for |
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The SureChill Company Limited |
The SureChill Company Limited (Registered number: 04619553) |
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Contents of the Financial Statements |
for the Year Ended 31 March 2022 |
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Company Information | 1 |
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Balance Sheet | 2 |
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Notes to the Financial Statements | 4 |
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The SureChill Company Limited |
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Company Information |
for the Year Ended 31 March 2022 |
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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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Chartered Accountants and Statutory Auditors |
The SureChill Company Limited (Registered number: 04619553) |
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Balance Sheet |
31 March 2022 |
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31.3.22 | 31.3.21 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 4 |
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Tangible assets | 5 |
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Investments | 6 |
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CURRENT ASSETS |
Stocks |
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Debtors | 7 |
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Cash at bank |
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CREDITORS |
Amounts falling due within one year | 8 |
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NET CURRENT ASSETS |
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TOTAL ASSETS LESS CURRENT
LIABILITIES |
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CREDITORS |
Amounts falling due after more than
one year |
9 |
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NET ASSETS |
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CAPITAL AND RESERVES |
Called up share capital |
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Share premium |
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Retained earnings | ( |
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The SureChill Company Limited (Registered number: 04619553) |
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Balance Sheet - continued |
31 March 2022 |
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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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The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements |
for the Year Ended 31 March 2022 |
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1. | STATUTORY INFORMATION |
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The SureChill Company Limited is a
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2. | ACCOUNTING POLICIES |
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Basis of preparing the financial statements |
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Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
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Intangible assets |
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. |
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Tangible fixed assets |
Tangible assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. |
The company adds to the carrying amount of an item of fixed assets the cost of replacing the part of such an item when that cost is incurred, if the replacement part is expected to provide an incremental future benefits to the Company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to the profit or loss during the period in which they are incurred. |
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Depreciation is charged so as to allocated the cost of assets less their residual value over their estimated useful lives, using the straight line method. |
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Depreciation is provided on the following basis: |
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Land and buildings - 20% on cost |
Plant and machinery - 10-25% on cost |
Fixtures and fittings - 10 -25% on cost |
Computer equipment - 10 -25% on cost |
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. |
The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2022 |
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2. | ACCOUNTING POLICIES - continued |
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Investments in subsidiaries |
Investment in subsidiaries are measured at cost less accumulated impairment |
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Taxation |
The tax expense for the year comprises current and deferred tax. |
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date in the countries where the company operates and generates income. |
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Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that: |
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-The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and |
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-Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. |
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Deferred tax balances are not recognised in respect of permanent differences except in respect of |
business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date. |
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Foreign currencies |
The Company's functional and presentational currency is GBP. |
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Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. |
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At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. |
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Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'. |
The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2022 |
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2. | ACCOUNTING POLICIES - continued |
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2.2 Going concern |
The Company's business activities have remained focused on the sale of medical vaccine fridges and the launch of a fridge for off-grid Home and Small Businesses. |
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During this financial year, we saw an upturn in demand for vaccine fridges in terms of direct sales from new countries and continued to receive a good level of royalty income from sales made by our Indian manufacturer. With the signing of a renewed agreement with UNICEF we saw, starting in January 2022, an unprecedented level of orders for our main powered medical fridge and as of October 2022 we already have 5.5Mn GBP confirmed orders to be delivered in the financial year ending March 2023. |
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During the financial year, we commercially launched our newly developed Home & Small Business Fridge with the first manufacturing batch landing in Kenya in January 2022. Unfortunately the uptake with our originally identified partners did not happen as planned due to external reasons. We quickly mitigated this by focusing on a few key partners and by launching equipment leasing for productive use which is seeing a good uptake. |
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Thanks to the positive development made on medical vaccine fridges, the streamlining of expenses and negotiating better payment terms with key partners, the Business has prepared cash flow forecasts that show that the Company has sufficient cash resources in which to pay any liabilities as they become due for a period of 12 months from the date of these financial statements. |
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To grow sales for the Home & Small Business division to the extent required, will naturally place pressure on existing cash resources. Until a further fundraise is completed, cash levels will remain relatively low, increasing the potential impact of unexpected adverse developments. Management will continue to monitor cash levels tightly as long as cash remains low. However, given the Company 's intention to scale sales, in a severe but plausible downside scenario where sales are lower than expected, additional funding will be required in the next 12 months |
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The Company is well advanced with its fundraising effort to address this issue with both equity and debt. Management is confident this will be achieved within the next 6 months from the date of signing these financial statements, however committed financing is not yet in place. As such, until a fundraise is completed this indicates the existence of a material uncertainty which may cast significant doubt upon the Company's ability to continue as a going concern. The Company financial statements do not include the adjustments that would result if the Company were unable to continue as a going concern. |
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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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The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2022 |
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4. | INTANGIBLE FIXED ASSETS |
Patents |
and |
licences |
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COST |
At 1 April 2021 |
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Additions |
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At 31 March 2022 |
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AMORTISATION |
At 1 April 2021 |
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Amortisation for year |
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At 31 March 2022 |
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NET BOOK VALUE |
At 31 March 2022 |
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At 31 March 2021 |
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5. | TANGIBLE FIXED ASSETS |
Fixtures |
Freehold | Plant and | and | Computer |
property | machinery | fittings | equipment | Totals |
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COST |
At 1 April 2021 |
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Additions |
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Disposals |
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At 31 March 2022 |
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DEPRECIATION |
At 1 April 2021 |
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Charge for year |
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At 31 March 2022 |
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NET BOOK VALUE |
At 31 March 2022 |
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At 31 March 2021 |
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The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2022 |
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6. | FIXED ASSET INVESTMENTS |
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In the year 2021 the Company made an investment of £27,728 in the entire share capital of SureChill Africa Limited. At the balance sheet date this amount is considered paid as the 4,000,000 KES owed from SureChill Africa to SureChill UK is now part of the capital paid. |
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7. | DEBTORS |
31.3.22 | 31.3.21 |
£ | £ |
Amounts falling due within one year: |
Trade debtors |
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Amounts owed by group undertakings |
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Other debtors |
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Amounts falling due after more than one year: |
Amounts owed by group undertakings |
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Other debtors |
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Aggregate amounts |
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Tax recoverable is for Indian withholding tax and treated as non-current debtors. |
The amount owed by group undertakings is an intercompany in line with the intra-group loan and share subscription agreement. SureChill UK has agreed to invest in SureChill Africa by subscribing 50,000 redeemable preference shares. It is interest free and conversion is expected to happen in April 23. |
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8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
31.3.22 | 31.3.21 |
£ | £ |
Trade creditors |
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Taxation and social security |
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Other creditors |
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9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
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Other creditors include related party accrued interest and is unsecured, interest free and has no fixed date of repayment. |
The 3-year convertible loan notes were issued on 27 October 2020. Interest accrues on the principal |
amount of £2,196,399 at 10% per annum, payable on a conversion event. The debt is convertible into £1ordinary shares in the Company on a conversion event or maturity of the debt. |
The SureChill Company Limited (Registered number: 04619553) |
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Notes to the Financial Statements - continued |
for the Year Ended 31 March 2022 |
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10. | 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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11. | RELATED PARTY DISCLOSURES |
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During the year the Company made the following related party transaction: |
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In the year 2021 convertible loan instruments were issued to shareholders for a total of £2,196,399. These loan instruments accrue interest at a rate of 10% and £918,631 (2021: £697,185) was accrued at the year end. |
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12. | ULTIMATE CONTROLLING PARTY |
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The Company is owned by a number of private shareholders and companies. Mr P A Saunders OBE holdsmore than 50% of the issued share capital of the Company however there is no ultimate controlling party. |