Company registration number SC630021 (Scotland)
WE ARE PAWPRINT LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
WE ARE PAWPRINT LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 7
WE ARE PAWPRINT LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Tangible assets
3
31,436
33,238
Current assets
Debtors
4
462,954
208,903
Cash at bank and in hand
87,173
654,853
550,127
863,756
Creditors: amounts falling due within one year
5
(1,052,126)
(832,920)
Net current (liabilities)/assets
(501,999)
30,836
Net (liabilities)/assets
(470,563)
64,074
Capital and reserves
Called up share capital
7
21
19
Share premium account
3,191,020
2,181,548
Equity reserve
-
9,886
Profit and loss reserves
(3,661,604)
(2,127,379)
Total equity
(470,563)
64,074
The directors of the company have elected not to include a copy of the income statement within the financial statements.
true
For the financial year ended 31 December 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
T
he members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476
.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 10 March 2023 and are signed on its behalf by:
C N ARNO
Mr C N Arno
Director
Company Registration No. SC630021
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
1
Accounting policies
Company information
We Are Pawprint Limited is a
private
company
limited by shares
incorporated in
Scotland
.
The registered office is
5 South Charlotte Street, Edinburgh, Scotland, EH2 4AN.
1.1
Accounting convention
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.
The financial statements are prepared in
sterling
, which is the functional currency of the company.
Monetary a
mounts
in these financial statements are
rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
The company has net liabilities of £
true
470,563. Included in creditors is capital which is to be converted into equity and deferred income which will be released into the income statement. W
ithin other creditors is an amount due to the director of £
32,608
.
The
director
is therefore of the opinion
that there is a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. As a result, the director has continued to adopt the going concern basis of accounting in preparing the annual financial statements.
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business
, and
is shown net of VAT and other sales related taxes
.
The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated
.
1.5
Tangible fixed assets
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:
Fixtures and fittings
20% Straight line
Office Equipment
20% Straight line
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
.
1.6
Cash and cash equivalents
Cash and cash equivalents
are basic financial assets
and
include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 3 -
1.7
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset
, with
the net amounts presented in the financial statements
,
when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
The Company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade debtors and creditors. These are measured at amortised cost and are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.
1.8
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.
1.9
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the
income statement
because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The
company’s
liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the
income statement
, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the
company
has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
1.10
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or
fixed assets
.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.11
Retirement benefits
The company operates a defined contribution plan for it's employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in the Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the company in independently administered funds.
1.12
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
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.
When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
1.13
Government grants
Government grants are recognised at the fair value of the asset receive
d
or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.
A grant that specifies performance conditions is recognised in income when the performance conditions are met
. Where a
grant does not specify performance conditions
it
is recognised in income when the proceeds are received or receivable
. A grant received before the recognition criteria are satisfied is recognised as a liability.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
32
27
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
3
Tangible fixed assets
Fixtures and fittings
Office Equipment
Total
£
£
£
Cost
At 1 January 2022
634
38,537
39,171
Additions
-
7,191
7,191
At 31 December 2022
634
45,728
46,362
Depreciation and impairment
At 1 January 2022
22
5,911
5,933
Depreciation charged in the year
127
8,866
8,993
At 31 December 2022
149
14,777
14,926
Carrying amount
At 31 December 2022
485
30,951
31,436
At 31 December 2021
612
32,626
33,238
4
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
92,754
23,400
Corporation tax recoverable
277,963
152,390
Other debtors
92,237
33,113
462,954
208,903
5
Creditors: amounts falling due within one year
2022
2021
£
£
Trade creditors
58,187
27,627
Taxation and social security
187,514
109,765
Other creditors
806,425
695,528
1,052,126
832,920
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
6
Share-based payment transactions
Details of the employee share option plan of the Company
The Company ha
d
a share option scheme for employees and consultants
during the year ended 31 December 2021
.
In February 2022 the company surrendered the share option plan.
The following share based payment arrangements were in existence during the period-ended 31 December 202
2
.
Movements in share options during the year
Number of share options
Weighted average exercise price
Number of share options
Weighted average exercise price
2022
2022
2021
2021
Number
£
Number
£
Balance at the beginning of the year
9,350,000
0.00232
9,350,000
0.00232
Granted during the period
-
-
-
-
Surrendered during the period
(9,350,000)
-
-
-
Balance at the end of the year
-
-
9,350,000.00
0.00232
Share options exercised during the year
There were no share options exercised during the period-ended 31 December 202
2
, nor in the prior period.
The full value of the options were surrendered during the year to 31 December 2022.
Share options outstanding at the end of the period
The share options outstanding at the end of the period had a weighted average exercise price and a
weighted average remaining contractual life as shown below:
2022
2021
Weighted average exercise price
-
£0.00232
Weighted average remaining contractual life (years)
-
8.80
The charge to the statement of comprehensive income of £
NIL
(Dec 202
1
: £
NIL
) represents the net
allocation of cost for the share options granted and lapsed during the year, based on the Directors' estimate
of the number of share options expected to be exercised in due course.
As the options were surrendered during the year, the accumulated position in the equity reserve was released to the profit and loss reserve during the year.
The fair value of the Employment Options is estimated at the date of the grant using a Black-Scholes option
pricing model. The following assumptions have been u
s
ed in calculating the fair value of the share options.
WE ARE PAWPRINT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
6
Share-based payment transactions
(Continued)
- 7 -
2022
2021
Valuation method
Black-Scholes
Black-Scholes
Risk free interest rate
N/A
1.96%
Expected life (average years)
N/A
3
Expected volatility
N/A
40%
Dividend yield
N/A
0%
The risk free interest rate is based on the government gilt rate that is commensurate with the average expected life of the option. The expected life of the options is the expected average point at which an option becomes exercisable. The expected volatility is based on historical volatility of the share price of the Company and of quoted comparable companies over the most recent period at the date of the grant that is commensurate with the average expected life of the option. The weighted average share price used in each calculation was equal to the option exercise price.
7
Share capital
2022
2021
2022
2021
Called up share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 0.00001p each
213,867,912
189,376,237
21
19
On the 24 May 2022, 24,491,675
ordinary shares of 0.0000001p each were issued.
Advanced subscription
Advance subscription agreements were signed agreeing to subscribe for ordinary shares for consideration of £490,743 in April 2023.
8
Related party transactions
During the year, the company made advances to
a
director
of £42,908
. Credits were received of £
30,000
, which resulted in amounts due
to
the
director
at the year end of £
32,608
(20
21
-
£
19,700
).