Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2023
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EUREECA LTD
COMPANY INFORMATION
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EUREECA LTD
CONTENTS
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EUREECA LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The Directors present their Strategic report for the year ended 31 December 2023.
The Company’s principal activity continues to be the operation of a crowdfunding platform.
Eureeca ltd is an Equity Crowdfunding platform providing the tools and systems for entrepreneurs to run a compliant, structured and efficient funding strategy. Entrepreneurs use the Eureeca platform to access both their own network and that of Eureeca.
Clients of Eureeca include both the entrepreneurs’ raising funds and also the investors participating in the funding rounds. Care and attention is provided to ensure investor protection including providing the tools and information access needed to assess the business of fundraising companies. Eureeca also allows investors to engage directly with fundraising entrepreneurs and other members of the Eureeca platform. When an investor chooses to invest Eureeca provides ‘escrow services’ and facilitates the transfer of funds to the entrepreneur on behalf of the investor. Eureeca Ltd is part of a wider global group with operations across the Gulf states and Southeast Asia. Eureeca has met its business objectives and proof points during the reporting year and continues to build a strong infrastructure to support the core business transaction.
As Eureeca offers a two-sided market enabling transactions between issuers (SME / Entrepreneur) and investors the prime drivers of business growth are maintaining a balanced and growing supply (viable entrepreneurs raising funding) and demand (via potential investors seeking such opportunity).
Risks and uncertainties are therefore strongly impacted by market sentiment. The stronger the economy is doing; the more likely investor clients have the disposable capital and also risk tolerance to invest in growth companies via the Eureeca platform. The weaker the economy, the more reliance the SME Issuers have on external funding and therefore the greater the demand for the services of Eureeca. Therefore, as a business we balance out those factors to ensure there is an available stream of investable businesses on the platform suitable for a range of risk appetites. Significant external events during 2023 included the war in Gaza, continued conflict in Ukraine, and ongoing heightened global risk uncertainty and investor appetites. These events had a mild impact on the business with a negative impact on total revenues, and capital raising, however this impact should not be overestimated as Eureeca’ focus in 2023 was new products, internal development and process improvement as opposed to revenue growth.
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EUREECA LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
The Company anticipate to introduce new strategies which will help to drive growth across both new and existing markets. The Company expects to grow for 2024 revenue year on year whilst maintaining a broadly static cost base.
Revenue is a KPI for the Company but as the Company is still in the growth phase, other KPIs are also crucial as it works to establish itself in the industry. The Company currently focuses on achieving a high % “success rate” of deals funded and therefore lists a relatively small amount of deals that meet a high probability of success. This does mean though that booking of revenue can be irregular as it is dependent on those larger deals, which take longer to close and meet their funding target. As we grow the pipeline to ensure a regular frequent stream of deal flow, revenues will no longer be irregularly spread across the calendar year, as there will be more smaller deals listed alongside the larger deals which are quicker to fund and therefore would smooth out any revenue accumulation.
Looking forward, the Company looks to increase the current viral coefficient on investor activity, increasing the amount of times each investor invests via the platform. This is a result of better services and more focus on diversification and portfolio building.
Generally, the Company looks to increase the average size of the funding round per Issuer and reduce the time taken to onboard a deal and also then fund per deal. Directors' statement of compliance with duty to promote the success of the Company The directors accept the duty to promote the success of the Company.
This report was approved by the board on 23 April 2024 and signed on its behalf.
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EUREECA LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
The Directors present their report and the financial statements for the year ended 31 December 2023.
The directors who served during the year were:
The Directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £127,241 (2022 - £122,217).
The Directors has not proposed any dividends during the year (2022 - £Nil).
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EUREECA LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
This report was approved by the board on
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EUREECA LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EUREECA LTD
We have audited the financial statements of EUREECA LTD (the 'Company') for the year ended 31 December 2023, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
In auditing the financial statements, we have concluded that the Director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
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EUREECA LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EUREECA LTD (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The Directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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EUREECA LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EUREECA LTD (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙We considered our general commercial and sector experience and held a discussion with the Directors and other management personnel to identify laws and regulations that could reasonably be expected to have a material effect on the financial statements.
∙We determined that the laws and regulations which are directly relevant to the financial statements are those that relate to the reporting framework (UK Generally Accepted Accounting Practice) and the relevant tax compliance regulations in the jurisdictions in which the Company operates. We evaluated the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
∙The Company is subject to a number of other laws and regulations where consequences of non-compliance could have a material effect on the financial statements, for example imposition of fines/litigation, or the loss of the Company’s licence to trade. We identified the following areas as those most likely to have such an effect: specific aspects of regulatory capital and liquidity, and compliance with the FCA rules. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and inspection of regulatory and legal correspondence, if any.
∙In addition, there are other significant laws and regulations which may have an effect on the determination of the amounts and disclosures in the financial statements being those laws and regulations relating to General Data Protection Regulation (GDPR), fraud, bribery and corruption. For these laws and regulations, the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through fines or litigation being imposed. As required by the auditing standards, auditing procedures in respect of non-compliance with these identified laws and regulations are limited to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any.
∙We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur and by discussing with management to understand where they considered there was susceptibility to fraud. As part of these discussions, we also gained an understanding of the controls that are in place which are designed to prevent and detect irregularities arising from fraud. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and posting of inappropriate journal entries in order to improve reported performance. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk.
∙Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations and fraud risks identified in the paragraphs above. In addition to the audit procedures, we communicated the identified laws and regulations to the audit team and remained alert to any indications of non-compliance throughout the audit. The specific audit procedures performed by the engagement team included:
°Review of Board minutes;
°Reviewed correspondence received from regulatory bodies;
°Reviewed large and unusual bank transactions;
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EUREECA LTD
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EUREECA LTD (CONTINUED)
°Identifying and testing journal entries.
There are inherent limitations of an audit. There is a higher risk that irregularities, including fraud, will not be detected during the audit as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. The primary responsibility for the prevention and detection of non-compliance with all laws.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants and Statutory Auditors
3rd Floor Waverley House
7-12 Noel Street
W1F 8GQ
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EUREECA LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
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EUREECA LTD
REGISTERED NUMBER: 08828833
BALANCE SHEET
AS AT 31 DECEMBER 2023
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 13 to 21 form part of these financial statements.
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EUREECA LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
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EUREECA LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
Eureeca Ltd is a private company, limited by shares, domiciled in England and Wales, registration number 08828833. The registered address is 3rd Floor Waverley House, 7-12 Noel Street, London, United Kingdom, W1F 8GQ.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the exemption under section 405 of the Companies Act 2006 to not prepare consolidated accounts, on the basis that its subsidiary is not considered material for giving a true and fair view.
The Directors have obtained confirmation that the parent company is willing to continue supporting the Company for a period of at least 12 months from the date of approval of these financial statements. On this basis, the Directors continue to adopt the going concern assumption in preparing the financial statements.
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Success fee income is recognised at the point in which the customer's funding project is closed on the Eureeca website. Transaction fee income is recognised at the point in time a credit card transaction occurs, where a 3% commission is charged on this amount.
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.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from bank and cash at bank and in hand.
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
Transactions and balances
The Company's operations are maintained in US$ and converted into GBP at both average and year end rates, which have been concluded as materially correct. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of comprehensive income except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of comprehensive income within 'administrative expenses'.
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
The turnover and loss before tax are attributable to the one principal activity of the company.
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
There were no factors that may affect future tax charges.
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
On 31 December 2023 the Company issued 250,000 shares with a nominal value of £1 each.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £
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EUREECA LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
As per accounting policy 2.8, the foreign exchange reserve represents movements as a result of the yearly translation of the equity balances.
The ultimate parent and controlling party is
The results of the Company are consolidated into the parent and are available from Zeyphr House, 122 Mary Street, Ky1 1107, Gt Grand Cayman Islands.
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