Company registration number 07370553 (England and Wales)
FVRVS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
FVRVS LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 8
FVRVS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
3
184,406
45,046
Tangible assets
4
672,850
302,366
857,256
347,412
Current assets
Stocks
-
23,050
Debtors
5
3,083,001
2,085,346
Cash at bank and in hand
3,663,735
431,518
6,746,736
2,539,914
Creditors: amounts falling due within one year
6
(1,938,295)
(1,785,963)
Net current assets
4,808,441
753,951
Total assets less current liabilities
5,665,697
1,101,363
Creditors: amounts falling due after more than one year
7
(24,166)
(1,194,167)
Provisions for liabilities
(45,971)
(45,971)
Net assets/(liabilities)
5,595,560
(138,775)
Capital and reserves
Called up share capital
9
7,574
3,988
Share premium account
20,484,815
7,273,857
Other reserves
250,586
Profit and loss reserves
(14,896,829)
(7,667,206)
Total equity
5,595,560
(138,775)
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 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.
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.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
FVRVS LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2022
31 December 2022
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 21 September 2023 and are signed on its behalf by:
R A Vincent
Director
Company Registration No. 07370553
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
1
Accounting policies
Company information
FVRVS Limited is a private company limited by shares incorporated in England and Wales. The registered office is 60 Grays Inn Road, London, WC1X 8AQ.
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 amounts 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 directors believe that notwithstanding current year losses, the company's financial statements should be prepared on a going concern basis on the grounds that current and future sources of funding will be adequate to meet the company's needs for a period of at least 12 months from the date of approval of these financial statements.true
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.
Revenue from contracts for the provision of services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
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
Intangible fixed assets other than goodwill
Intangible assets are initially recognised at cost and are subsequently measured at cost less accumulated amortisation and 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.
Patents & licences
5% Straight Line
Development costs
33.33% Straight Line
1.6
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.
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
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:
Leasehold improvements
20% straight line
Furniture and fittings
20% straight line
Computer equipment
33.33% 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.
1.7
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.
1.8
Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis and include direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.9
Cash and cash equivalents
Cash is represented by cash in hand and deposits held with banks repayable without penalty on notice of not more than 24 hours. Bank overdrafts are shown within borrowings in current liabilities.
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.
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans with related parties and investments in non-puttable ordinary shares.
1.11
Compound instruments
The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.
1.12
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.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 5 -
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.
1.14
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.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
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 leases asset are consumed.
1.17
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
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2022
2021
Number
Number
Total
83
53
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 6 -
3
Intangible fixed assets
Other
£
Cost
At 1 January 2022
80,540
Additions
151,958
At 31 December 2022
232,498
Amortisation and impairment
At 1 January 2022
35,494
Amortisation charged for the year
12,598
At 31 December 2022
48,092
Carrying amount
At 31 December 2022
184,406
At 31 December 2021
45,046
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2022
103,067
653,152
756,219
Additions
42,830
540,425
583,255
At 31 December 2022
145,897
1,193,577
1,339,474
Depreciation and impairment
At 1 January 2022
41,443
412,410
453,853
Depreciation charged in the year
23,469
189,302
212,771
At 31 December 2022
64,912
601,712
666,624
Carrying amount
At 31 December 2022
80,985
591,865
672,850
At 31 December 2021
61,624
240,742
302,366
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
5
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
1,018,890
889,841
Corporation tax recoverable
1,175,987
601,719
Amounts owed by group undertakings and undertakings in which the company has a participating interest
340,842
Other debtors
547,282
593,786
3,083,001
2,085,346
6
Creditors: amounts falling due within one year
2022
2021
£
£
Bank loans
10,000
10,000
Trade creditors
308,700
316,147
Taxation and social security
197,937
398,421
Other creditors
1,421,658
1,061,395
1,938,295
1,785,963
7
Creditors: amounts falling due after more than one year
2022
2021
£
£
Bank loans and overdrafts
24,166
34,167
Convertible loans
1,160,000
24,166
1,194,167
8
Convertible loan notes
2022
2021
£
£
Liability component of convertible loan notes
-
1,160,000
FVRVS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 8 -
9
Called up share capital
2022
2021
£
£
Ordinary share capital
Issued and fully paid
0 (2021: 1,593,465) Ordinary shares of £0.001 each
-
1,594
2,464,720 (2021: 2,394,253) A Ordinary shares of £0.001 each
2,465
2,394
1,593,465 (2021: 0) Seed Ordinary shares of £0.001 each
1,594
-
3,348,939 (2021: 0) B1 Ordinary shares of £0.001 each
3,349
-
166,021 (2021: 0) B2 Ordinary shares of £0.001 each
166
-
7,574
3,988
As at 31 December 2022 the company had granted options over 594,934 Ordinary shares as follows:
183,367 options with an exercise price of £0.01
87,655 options with an exercise price of £0.23
57,267 options with an exercise price of £0.30
69,366 options with an exercise price of £0.40
197,279 options with an exercise price of £0.51
As at 31 December 2022, 512,589 options had vested and the remaining options are expected to be vested as follows;
44,483 by 31 December 2023
21,252 by 31 December 2024
16,250 by 31 December 2025
10
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2022
2021
£
£
912,508
1,141,401