10
true
false
false
false
false
false
false
false
false
false
true
false
false
false
false
false
false
No description of principal activity
2022-06-01
Sage Accounts Production Advanced 2023 - FRS102_2023
7,695
6,139
13,834
3,790
3,406
7,196
6,638
3,905
123
1,200,236
1,200,359
23
23
1,200,336
123
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iso4217:GBP
SC581311
2022-06-01
2023-05-31
SC581311
2023-05-31
SC581311
2022-05-31
SC581311
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2022-05-31
SC581311
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SC581311
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SC581311
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2023-05-31
SC581311
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2022-06-01
2023-05-31
SC581311
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2023-05-31
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SC581311
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SC581311
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2022-05-31
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2023-05-31
SC581311
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2023-05-31
SC581311
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2023-05-31
SC581311
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2022-06-01
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2023-05-31
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2023-05-31
SC581311
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2022-05-31
SC581311
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2023-05-31
SC581311
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2022-05-31
SC581311
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2023-05-31
SC581311
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2023-05-31
SC581311
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2022-05-31
SC581311
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2022-05-31
SC581311
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2022-06-01
2023-05-31
SC581311
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2023-05-31
SC581311
1
2022-06-01
2023-05-31
COMPANY REGISTRATION NUMBER:
SC581311
Filleted Unaudited Financial Statements |
|
Statement of Financial Position |
|
31 May 2023
Fixed assets
Tangible assets |
5 |
|
6,638 |
3,905 |
Investments |
6 |
|
1,200,336 |
123 |
|
|
------------ |
------- |
|
|
1,206,974 |
4,028 |
|
|
|
|
|
Current assets
Debtors |
7 |
119,178 |
|
10,617 |
Cash at bank and in hand |
1,678,915 |
|
4,095,154 |
|
------------ |
|
------------ |
|
1,798,093 |
|
4,105,771 |
|
|
|
|
|
Creditors: amounts falling due within one year |
8 |
136,503 |
|
45,902 |
|
------------ |
|
------------ |
Net current assets |
|
1,661,590 |
4,059,869 |
|
|
------------ |
------------ |
Total assets less current liabilities |
|
2,868,564 |
4,063,897 |
|
|
------------ |
------------ |
Net assets |
|
2,868,564 |
4,063,897 |
|
|
------------ |
------------ |
|
|
|
|
|
Capital and reserves
Called up share capital |
10 |
|
356 |
356 |
Share premium account |
|
5,459,619 |
5,459,619 |
Profit and loss account |
|
(
2,591,411) |
(
1,396,078) |
|
|
------------ |
------------ |
Shareholders funds |
|
2,868,564 |
4,063,897 |
|
|
------------ |
------------ |
|
|
|
|
|
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
In accordance with section 444 of the Companies Act 2006, the statement of comprehensive income has not been delivered.
For the year ending 31 May 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors' responsibilities:
-
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476
;
-
The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements
.
These financial statements were approved by the
board of directors
and authorised for issue on
24 January 2024
, and are signed on behalf of the board by:
Company registration number:
SC581311
Notes to the Financial Statements |
|
Year ended 31 May 2023
1.
General information
The company is a private company limited by shares, registered in Scotland. The address of the registered office is 61 Dublin Street, Edinburgh, EH3 6NL, Scotland.
2.
Statement of compliance
These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3.
Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Going concern
The Company incurred a loss of £1,202,544 in the year and at 31 May 2023 had cash reserves of £1,678,915 and net current assets of £1,661,590. Following the year end the Company issued 23,698 Preferred Ordinary shares of £0.01 for total gross proceeds of approximately £9million. The directors have, at the time of approving the financial statements, a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements. In arriving at this conclusion, the directors have reviewed detailed forecast models for the Company. These models are based on best estimates of future performance.
Consolidation
The company has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.
Revenue recognition
Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods supplied and services rendered, stated net of discounts and of Value Added Tax. When the outcome of a transaction involving the rendering of services can be reliably estimated, revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period. When the outcome of a transaction involving the rendering of services cannot be reliably estimated, revenue is recognised only to the extent that expenses recognised are recoverable.
Income tax
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Foreign currencies
Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.
Tangible assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses.
Depreciation
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Investments in subsidiaries
Investments in subsidiaries accounted for in accordance with the cost model are recorded at cost less any accumulated impairment losses. Dividends and other distributions received from the investment are recognised as income without regard to whether the distributions are from accumulated profits of the subsidiary arising before or after the date of acquisition.
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial assets, which include cash, are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Basic financial liabilities, which include other creditors, are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. At each reporting date the company assesses whether there is objective evidence that any financial asset has been impaired. A provision for impairment is established where there is objective evidence that the company will not be able to collect all amounts due. The amount of the provision is recognised immediately in the profit or loss.
Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
Share-based payments
Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value is expensed on a straight-line basis over the vesting period, with a corresponding increase in equity. This is based upon the company's estimate of the shares or share options that will eventually vest which takes into account all vesting conditions and non-market performance conditions, with adjustments being made where new information indicates the number of shares or share options expected to vest differs from previous estimates. Fair value is determined using an appropriate pricing model. All market conditions and non-vesting conditions are taken into account when estimating the fair value of the shares or share options. As long as all other vesting conditions are satisfied, no adjustment is made irrespective of whether market or non-vesting conditions are met. Where the terms of an equity-settled transaction are modified, an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any increase in the fair value of the transaction, as measured at the date of modification. Where an equity-settled transaction is cancelled or settled, it is treated as if it had vested on the date of cancellation or settlement, and any expense not yet recognised in profit or loss is expensed immediately. Cash-settled share-based payment transactions are measured at the fair value of the liability. Until the liability is settled, the fair value of the liability is re-measured at each reporting date and at the date of settlement, with any changes in fair value recognised in profit or loss for the period.
4.
Employee numbers
The average number of persons employed by the company during the year amounted to
10
(2022:
8
).
5.
Tangible assets
|
Equipment |
|
£ |
Cost |
|
At 1 June 2022 |
7,695 |
Additions |
6,139 |
|
-------- |
At 31 May 2023 |
13,834 |
|
-------- |
Depreciation |
|
At 1 June 2022 |
3,790 |
Charge for the year |
3,406 |
|
-------- |
At 31 May 2023 |
7,196 |
|
-------- |
Carrying amount |
|
At 31 May 2023 |
6,638 |
|
-------- |
At 31 May 2022 |
3,905 |
|
-------- |
|
|
6.
Investments
|
Shares in group undertakings |
|
£ |
Cost |
|
At 1 June 2022 |
123 |
Additions |
1,200,236 |
|
------------ |
At 31 May 2023 |
1,200,359 |
|
------------ |
Impairment |
|
At 1 June 2022 |
– |
Impairment losses |
23 |
|
------------ |
At 31 May 2023 |
23 |
|
------------ |
|
|
Carrying amount |
|
At 31 May 2023 |
1,200,336 |
|
------------ |
At 31 May 2022 |
123 |
|
------------ |
|
|
The company owns 74.73% of the share capital of Nodus Oncology Limited, a company registered in Scotland.
The company owns 26.32% of the share capital of Modulus Oncology Limited, a company registered in England and Wales.
7.
Debtors
|
2023 |
2022 |
|
£ |
£ |
Trade debtors |
37,560 |
– |
Other debtors |
81,618 |
10,617 |
|
--------- |
-------- |
|
119,178 |
10,617 |
|
--------- |
-------- |
|
|
|
8.
Creditors:
amounts falling due within one year
|
2023 |
2022 |
|
£ |
£ |
Trade creditors |
40,466 |
10,648 |
Social security and other taxes |
66,509 |
12,920 |
Other creditors |
29,528 |
22,334 |
|
--------- |
-------- |
|
136,503 |
45,902 |
|
--------- |
-------- |
|
|
|
9.
Share-based payments
On 13 December 2022, the following options were granted over shares in
Cumulus Oncology Limited
:
|
|
Number |
Exercise Price |
Fair Value |
|
EMI |
987 |
72 |
80 |
|
Unapproved |
692 |
72 |
80 |
|
|
|
|
|
Details of the number and weighted average exercise prices (WAEP) of share options during the year are as follows:
|
2023 |
2022 |
|
No. |
WAEP |
No. |
WAEP |
Outstanding at 1 June 2022 |
1,005 |
7.29 |
– |
– |
Granted during the year |
1,679 |
72.21 |
1,005 |
7.29 |
Expired during the year |
(
547) |
42.42 |
– |
– |
|
------- |
------- |
------- |
----- |
Outstanding at 31 May 2023 |
2,137 |
49.30 |
1,005 |
7.29 |
|
------- |
------- |
------- |
----- |
|
|
|
|
|
Exercisable at 31 May 2023 |
– |
– |
– |
– |
|
------- |
------- |
------- |
----- |
|
|
|
|
|
The total expense recognised in profit or loss for the year is as follows:
|
2023 |
2022 |
|
£ |
£ |
Equity-settled share-based payments |
7,211 |
600 |
|
------- |
---- |
|
|
|
The Estimated Fair Values were calculated by applying the Black-Scholes pricing Model. The Inputs were: 2023 Exercise Price £7.29-72.21 Expected Volatility 70% Expected Life 5-6 years Risk Free Interest Rate 0.80% - 3.296% Dividend Yield 0,00%
10.
Called up share capital
Issued, called up and fully paid
|
2023 |
2022 |
|
No. |
£ |
No. |
£ |
Ordinary shares of £ 0.01 each |
27,487 |
275 |
27,702 |
277 |
Class A Ordinary shares of £ 0.01 each |
7,850 |
79 |
7,850 |
79 |
Deferred shares shares of £ 0.01 each |
215 |
2 |
– |
– |
|
-------- |
---- |
-------- |
---- |
|
35,552 |
356 |
35,552 |
356 |
|
-------- |
---- |
-------- |
---- |
|
|
|
|
|
11.
Events after the end of the reporting period
On 20 December 2023 the Company issued 23,698 Preferred Ordinary shares of £0.01 each for gross cash proceeds of £9million.