Registration number:
Lawdeck Limited
for the Year Ended 31 March 2022
Lawdeck Limited
(Registration number: 08442448)
Balance Sheet as at 31 March 2022
Note |
2022 |
2021 |
|
Fixed assets |
|||
Intangible assets |
|
|
|
Tangible assets |
|
|
|
Investments |
|
|
|
|
|
||
Current assets |
|||
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets/(liabilities) |
|
( |
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
227 |
224 |
|
Share premium reserve |
3,206,017 |
3,206,017 |
|
Other reserves |
528,897 |
471,166 |
|
Profit and loss account |
(5,509,280) |
(4,057,654) |
|
Shareholders' deficit |
(1,774,139) |
(380,247) |
For the financial year ending 31 March 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors' responsibilities:
• |
|
• |
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts. |
These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.
These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.
Lawdeck Limited
(Registration number: 08442448)
Balance Sheet as at 31 March 2022
Approved and authorised by the
......................................... |
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
General information |
The company is a private company limited by share capital, incorporated in United Kingdom.
The address of its registered office is:
England
These financial statements were authorised for issue by the
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
Going concern
The directors have reviewed the company’s plans for a period of 12 months from the date of the signing of the accounts and are satisfied they can continue to adopt the going concern basis in preparing these financial statements. Owing to industry-wide volatility there is significant uncertainty around the position of its subsidiary Colorado Energy Limited which has now ceased being a supplier of wholesale gas an electricity, however it continues to trade as a gas shipper. The Directors continue to manage the situation with the support of professional advisors.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Judgements
In preparing these financial statements, the directors have had to make the following judgements: |
Determination of whether leases entered into by the group are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred to the lessor on a lease by lease basis. |
Determination of whether there are indicators of impairment of the group's tangible and intangible assets, including goodwill. Factors taken into consideration in reaching such a decision include the economic viability and future financial performance of the asset. |
Key sources of estimation uncertainty
Development costs
Costs directly attributable to product development are capitalised as intangible assets only when technical feasibility of the project is demonstrated, there is an intention and ability to complete the development activities and the costs can be measured reliably. Such costs include purchases of materials and services and payroll-related costs of employees directly involved in the project. Research costs are recognised as an expense when incurred.
. The carrying amount is £Nil (2021 -£1,643,140).
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Office equipment |
25% straight line |
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Development costs
Costs directly attributable to product development are capitalised as intangible assets only when technical feasibility of the project is demonstrated, there is an intention and ability to complete the development activities and the costs can be measured reliably. Such costs include purchases of materials and services and payroll-related costs of employees directly involved in the project. Research costs are recognised as an expense when incurred.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
Asset class |
Amortisation method and rate |
Development costs |
25% straight line |
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Share based payments
The fair value of share options at the date of grant which have vested during the accounting period is assessed using the Black Scholes model in accordance with FRS 102 Section 26. A corresponding charge is included in the Profit and Loss account. In the event of exercise there is a transfer back from other reserves to the Profit and Loss account.
Staff numbers |
The average number of persons employed by the company (including directors) during the year, was
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Intangible assets |
Internally generated software development costs |
Total |
|
Cost or valuation |
||
At 1 April 2021 |
|
|
Additions internally developed |
|
|
At 31 March 2022 |
|
|
Amortisation |
||
At 1 April 2021 |
|
|
Amortisation charge |
|
|
At 31 March 2022 |
|
|
Carrying amount |
||
At 31 March 2022 |
|
|
At 31 March 2021 |
|
|
Tangible assets |
Office equipment |
Total |
|
Cost or valuation |
||
At 1 April 2021 |
|
|
Additions |
|
|
At 31 March 2022 |
|
|
Depreciation |
||
At 1 April 2021 |
|
|
Charge for the year |
|
|
At 31 March 2022 |
|
|
Carrying amount |
||
At 31 March 2022 |
|
|
At 31 March 2021 |
|
|
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Investments |
2022 |
2021 |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost or valuation |
|
At 1 April 2021 |
|
Provision |
|
Carrying amount |
|
At 31 March 2022 |
|
At 31 March 2021 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2022 |
2021 |
|||
Subsidiary undertakings |
||||
|
86-90 Paul Street
England |
|
|
|
Subsidiary undertakings |
Colorado Energy Limited The principal activity of Colorado Energy Limited is |
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Debtors |
Note |
2022 |
2021 |
|
Trade debtors |
|
- |
|
Amounts owed by group undertakings and undertakings in which the company has a participating interest |
|
|
|
Other debtors |
40,000 |
42,475 |
|
Corporation tax control |
319,873 |
565,338 |
|
VAT Control account |
- |
65,053 |
|
|
|
Creditors |
Creditors: amounts falling due within one year
Note |
2022 |
2021 |
|
Due within one year |
|||
Bank loans and overdrafts |
91,666 |
2,085,759 |
|
Trade creditors |
52,548 |
430,355 |
|
PAYE and NIC |
253,066 |
152,477 |
|
VAT |
534 |
- |
|
Accruals and deferred income |
|
|
|
Other creditors |
|
|
|
|
|
Convertible loan notes of £1.5 million together with rolled up interest included in creditors falling due within one year in the previous accounting period ended 31 March 2021, matured in January 2022. The directors anticipate that the loan notes will be converted into equity although final terms are pending negotiation. On this basis the outstanding balance at 31 March 2022 has been included in creditors falling due after more than one year.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Creditors: amounts falling due after more than one year
Note |
2022 |
2021 |
|
Due after one year |
|||
Loans and borrowings |
|
|
Non-current borrowings includes:
Future Fund Convertible Loan:
£1,640,000 split between debt £1,558,423 (March 2021: £1,558,423) and equity £81,577 (March 2021:£81,577) in accordance with FRS 102 Section 22. This will convert to equity on the completion of the next qualifying round or be repayable in 2 years time in February 2024. Interest is charged at 8% per annum. An amount for accrued interest of £145,242 is rolled up into the outstanding balance and additional amortised equity is charged to the Profit and Loss account in accordance with Section 22. The amount of amortised equity charged to date is £27,245. The rolled up interest may be either converted into shares when the loan converts or settled in cash.
Convertible Loan Notes:
£1,500,000 split between debt £1,445,004 and equity £54,996 in accordance with FRS 102 Section 22. Interest is charged at 4% per annum. An amount for accrued interest of £99,375 is rolled up into the outstanding balance and additional amortised equity is charged to the Profit and Loss account in accordance with Section 22. The equity portion has been fully amortised. The loan notes matured in January 2022 and the directors anticipate that they will be converted into equity although final terms are pending negotiation. On this basis the outstanding balance at 31 March 2022 has been included in creditors falling due after more than one year.
£1,725,000 split between debt £1,655,537 (March 2021: £nil) and equity £69,463 (March 2021: £nil) in accordance with FRS 102 Section 22. Interest is charged at 4% per annum. An amount for accrued interest of £89,573 is rolled up into the outstanding balance and additional amortised equity is charged to the Profit and Loss account in accordance with Section 22. The amount of amortised equity charged to date is £23,123. The loan notes matured in August 2022 and the directors anticipate that they will be converted into equity although final terms are pending negotiation. On this basis the outstanding balance at 31 March 2022 has been included in creditors falling due after more than one year.
Bounce Back Loan:
£50,000 was drawn down in June 2020. £42,896 is outstanding at the balance sheet date of which £8,333 is included in creditors falling due within one year.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Share capital |
Allotted, called up and fully paid shares
2022 |
2021 |
|||
No. |
£ |
No. |
£ |
|
|
|
130.16 |
|
130.16 |
|
|
76.22 |
|
73.08 |
|
|
20.00 |
|
20.00 |
|
|
|
|
Loans and borrowings |
2022 |
2021 |
|
Non-current loans and borrowings |
||
Bank borrowings |
|
|
Other borrowings |
|
|
|
|
2022 |
2021 |
|
Current loans and borrowings |
||
Bank borrowings |
|
|
Other borrowings |
- |
|
|
|
Other Reserves |
Other reserve movements consist of two items:
The equity component of convertible loan notes recognised in accordance with FRS 102 Section 22.
The fair value of EMI options at the date of grant which have vested during the accounting period using the Black Scholes model in accordance with FRS 102 Section 26. A corresponding charge is included in the Profit and Loss account. In the event of exercise there is a transfer back from other reserves to the Profit and Loss account.
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
31 March |
31 March |
|||
2022 |
2021 |
|||
£ |
£ |
|||
Opening balance |
471,166 |
462,869 |
||
Equity component of convertible loan notes |
63,245 |
6,218 |
||
Share options vesting during the accounting period |
73,519 |
2,079 |
||
Share options exercised during the accounting period |
(79,033) |
- |
||
Closing balance |
528,897 |
471,166 |
Related party transactions |
Loans to related parties
2022 |
Subsidiary |
Total |
At start of period |
|
|
Advanced |
|
|
At end of period |
|
|
|
2021 |
Subsidiary |
Total |
At start of period |
|
|
Advanced |
|
|
At end of period |
|
|
|
Terms of loans to related parties
Lawdeck Limited
Notes to the Unaudited Financial Statements for the Year Ended 31 March 2022
Non adjusting events after the financial period |
|
|