Company Registration No. 04518753 (England and Wales)
CYCLOPS UK LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2021
PAGES FOR FILING WITH REGISTRAR
CYCLOPS UK LIMITED
BALANCE SHEET
AS AT
30 APRIL 2021
30 April 2021
- 1 -
2021
2020
Notes
£
£
£
£
Fixed assets
Intangible assets
6
466,799
409,510
Tangible assets
7
4,445
1,253
471,244
410,763
Current assets
Debtors
8
442,442
551,168
Cash at bank and in hand
1,522,229
1,239,960
1,964,671
1,791,128
Creditors: amounts falling due within one year
9
(250,967)
(317,982)
Net current assets
1,713,704
1,473,146
Total assets less current liabilities
2,184,948
1,883,909
Provisions for liabilities
(680)
(199)
Net assets
2,184,268
1,883,710
Capital and reserves
Called up share capital
13
1,119
1,119
Share premium account
14
435,080
435,080
Share based payment reserve
15
777
Profit and loss reserves
1,747,292
1,447,511
Total equity
2,184,268
1,883,710
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.
true
For the financial year ended 30 April 2021 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.
CYCLOPS UK LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 APRIL 2021
30 April 2021
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 18 October 2021 and are signed on its behalf by:
Mr L E Vaughan
Director
Company Registration No. 04518753
CYCLOPS UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2021
- 3 -
Share capital
Share premium account
Share based payment reserves
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 May 2019
1,119
435,080
1,062,090
1,498,289
Year ended 30 April 2020:
Profit and total comprehensive income for the year
-
-
-
385,421
385,421
Balance at 30 April 2020
1,119
435,080
1,447,511
1,883,710
Year ended 30 April 2021:
Profit and total comprehensive income for the year
-
-
-
299,781
299,781
Transfers
-
-
777
777
Balance at 30 April 2021
1,119
435,080
777
1,747,292
2,184,268
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2021
- 4 -
1
Accounting policies
Company information
Cyclops UK Limited is a
private
company
limited by shares
incorporated in England and Wales.
The registered office is
2 Minton Place, Victoria Road, Bicester, Oxfordshire, OX26 6QB. The trading address is The Stables, Manor Farm Business Park, Appletree Road, Chipping Warden, Northamptonshire, OX17 1LH.
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.
For share based payments the company elected to take a transition exemption. Therefore, the fair value adjustments for share based payments are only recognised for grants which occurred after the 30th April 2016, the last year reported under old UK GAAP.
1.2
Going concern
A
true
t the time of approving the financial statements
,
t
he directors have a reasonable expectation that the
company
has adequate resources to continue in operational existence for the foreseeable future. Thus
t
he directors continue to adopt the going concern basis of accounting in preparing the financial statements.
The Coronavirus disease was declared a pandemic on 11th March 2020,
before
the financial reporting period and is still classified as such. Therefore the directors note that the full implications for the company are unclear at the date of signing these accounts.
Whist it is therefore difficult to evaluate the likely effect on the company's trade, customers, suppliers, employees and the wider economy, the directors have assessed information available to conclude that the company is a going concern.
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.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
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
.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
1
Accounting policies
(Continued)
- 5 -
1.5
Intangible fixed assets - goodwill
Acquired goodwill is written off in equal annual installments over its estimated useful economic life
of 5 years.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date
where
it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the
fair
value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation 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:
Other intangible assets
- 10 years straight line
Development costs
- 10 years straight line
1.7
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:
Plant, machinery and other office equipment
-33% 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
.
1.8
Impairment of fixed assets
At each reporting
period
end date, the
company
reviews the carrying amounts of its tangible
and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company
estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.9
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.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
1
Accounting policies
(Continued)
- 6 -
1.10
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 balance sheet 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
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs 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 value of the future receipts discounted at a market rate of interest.
Financial assets classified as receivable within one year are not amortised.
Impairment of financial assets
Financial assets, other than those
held
at
fair value through profit and loss
, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected.
If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when
the company
transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
1
Accounting policies
(Continued)
- 7 -
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from
fellow group companies and preference shares that are classified as debt, are
initially recognised at transaction price unless the arrangement constitutes a
financing transaction, where the debt instrument is measured at the present value of
the future
paymen
ts discounted at a market rate of interest.
Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective
interest rate method.
Trade creditors
are obligations to pay for goods or services that have been acquired
in the ordinary course of business from suppliers. A
m
ounts payable are classified as
current liabilities if payment is due within one year or less. If not, they are presented
as non-current liabilities. Trade creditors are recognised initially at transaction price
and subsequently measured at amortised cost using the effective interest method.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations
expire or are discharged or cancelled.
1.11
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.12
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 profit and loss account 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 profit and loss account, 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.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
1
Accounting policies
(Continued)
- 8 -
1.13
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.
1.14
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.15
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.
1.16
Leases
Rentals payable under operating leases,
including
any lease incentives received, are charged to
profit or loss
on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease
s
asset are consumed.
1.17
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.
1.18
Foreign exchange
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.
2
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.
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.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
- 9 -
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2021
2020
Number
Number
Total
7
6
4
Directors' remuneration
2021
2020
£
£
Remuneration paid to directors
194,101
80,914
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2020 - 1
).
5
Taxation
2021
2020
£
£
Current tax
UK corporation tax on profits for the current period
26,003
53,603
Deferred tax
Origination and reversal of timing differences
481
203
Total tax charge
26,484
53,806
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
- 10 -
6
Intangible fixed assets
Goodwill
Other
Total
£
£
£
Cost
At 1 May 2020
430,000
1,045,900
1,475,900
Additions
-
124,795
124,795
At 30 April 2021
430,000
1,170,695
1,600,695
Amortisation and impairment
At 1 May 2020
430,000
636,390
1,066,390
Amortisation charged for the year
67,506
67,506
At 30 April 2021
430,000
703,896
1,133,896
Carrying amount
At 30 April 2021
466,799
466,799
At 30 April 2020
409,510
409,510
7
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 May 2020
5,388
Additions
4,558
At 30 April 2021
9,946
Depreciation and impairment
At 1 May 2020
4,135
Depreciation charged in the year
1,366
At 30 April 2021
5,501
Carrying amount
At 30 April 2021
4,445
At 30 April 2020
1,253
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
- 11 -
8
Debtors
2021
2020
Amounts falling due within one year:
£
£
Trade debtors
392,111
525,377
Other debtors
35,435
19,700
Prepayments and accrued income
14,896
6,091
442,442
551,168
9
Creditors: amounts falling due within one year
2021
2020
£
£
Trade creditors
15,486
32,736
Corporation tax
26,003
37,212
Other taxation and social security
7,170
7,612
Deferred income
171,967
198,061
Accruals
30,341
42,361
250,967
317,982
10
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2021
2020
Balances:
£
£
Accelerated capital allowances
812
199
Retirement benefit obligations
(132)
-
680
199
2021
Movements in the year:
£
Liability at 1 May 2020
199
Charge to profit or loss
481
Liability at 30 April 2021
680
The deferred tax liability set out above is expected to reverse within 36 months and relates to accelerated capital allowances that are expected to mature within the same period.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
- 12 -
11
Retirement benefit schemes
2021
2020
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
5,005
3,781
The company operates a defined contribution pension scheme for all qualifying employees.
The assets of the scheme are held separately from those of the company in an independently administered fund.
The pension liability included in creditors at the balance sheet date was £1,390
(2020 - £nil).
12
Share-based payment transactions
The company operates an Enterprise Management Incentive (EMI) share option scheme and an unapproved share option scheme for selected employees, directors and ex-employees. The EMI and unapproved share option schemes are equity settled plans.
During the year the company granted the following share options over the ordinary shares in the company:
8th December 2020: 8,300 EMI options
8th December 2020: 8,949 unapproved options
14th December 2020: 7,500 EMI options
16th February 2021: 4,150 unapproved options
All grants during the year have an exercise price of £4.05 per share.
At the balance sheet date a total of 28,899 options were in issue.
In the prior year the company had 8,300 EMI options in issue and 8,949 unapproved options in issue over the company’s ordinary shares, these options had an exercise price of £10 per share. These options were cancelled on 9th February 2021 and replaced with the options granted on the 8th December 2020.
The 8,300 EMI options granted on the 8th December 2020 were cancelled and replaced with the 4,150 unapproved options on the 16th February 2021.
EMI options may only be exercised if the employees remain employed by Cyclops UK Limited, unless the Board decides otherwise as per the option agreement. In each case, the options will lapse on the tenth anniversary of the grant, commencement of any liquidation or winding up of the company, takeover or adjudication of bankruptcy.
Options can only be exercised in the event of a company share sale, public offering or at the discretion of the board. The options lapse if not exercised on the 10th anniversary of the grant.
No options were exercised in the current or prior year.
The share based payment expense recognised for the year was £774 (2020: £0). In the prior year the company took a transition exemption whereby only the fair value of options granted post 30th April 2016 required recognition.
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
- 13 -
13
Called up share capital
2021
2020
2021
2020
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary Shares of 1p each
14,800
14,800
148
148
Ordinary Shares of 1p each
97,100
97,100
971
971
111,900
111,900
1,119
1,119
Both share classes rank equally in all respects.
14
Share premium account
2021
2020
£
£
At the beginning and end of the year
435,080
435,080
15
Share based payment reserve
£
At the beginning of the prior year
-
At the end of the prior year
-
Additions
777
At the end of the current year
777
16
Events after the reporting date
On 22nd June 2021, after the balance sheet date but prior to the date of signing these accounts, the company issued 1,750 EMI share options with an exercise price of £4.05 per share. These share options can only be exercised in the event of a company share sale, public offering or at the discretion of the board. The options lapse if not exercised on the 10
th
anniversary of the grant.
17
Related party transactions
Transactions with related parties
During the year the company entered into the following transactions with related parties:
Purchases
2021
2020
£
£
Key management personnel
63,667
92,125
CYCLOPS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2021
17
Related party transactions
(Continued)
- 14 -
The following amounts were outstanding at the reporting end date:
2021
2020
Amounts due to related parties
£
£
Key management personnel
500
17,250
18
Controlling party
During the year the company was controlled by its 'A' shareholders.
There is no ultimate controlling party.
2021-04-30
2020-05-01
false
18 October 2021
CCH Software
CCH Accounts Production 2021.200
No description of principal activity
Mr P Johnson
Mr M S Andrews
Mr A R Collinson
Mr S J Wreford
Mr S A Morris
Mr L E Vaughan
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