Company registration number 11031998 (England and Wales)
EPISTEM LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
PAGES FOR FILING WITH REGISTRAR
EPISTEM LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 9
EPISTEM LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2021
31 December 2021
- 1 -
2021
2020
Notes
£
£
£
£
Fixed assets
Intangible assets
4
23,729
33,913
Tangible assets
3
286,502
473,136
310,231
507,049
Current assets
Stocks
157,387
21,000
Debtors
5
1,134,184
657,001
Cash at bank and in hand
1,511,077
2,000,654
2,802,648
2,678,655
Creditors: amounts falling due within one year
6
(1,869,708)
(1,845,754)
Net current assets
932,940
832,901
Total assets less current liabilities
1,243,171
1,339,950
Creditors: amounts falling due after more than one year
7
(3,131,760)
(3,071,370)
Provisions for liabilities
(71,680)
(86,208)
Net liabilities
(1,960,269)
(1,817,628)
Capital and reserves
Called up share capital
9
117
117
Share premium account
423,270
423,270
Profit and loss reserves
(2,383,656)
(2,241,015)
Shareholders' (deficit)/funds
(1,960,269)
(1,817,628)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.
true
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 28 September 2022 and are signed on its behalf by:
Mr J A Fullerton-Batten
Director
Company Registration No. 11031998
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 2 -
1
Accounting policies
Company information
Epistem Limited is a
private
company
limited by shares
incorporated in
England and Wales
.
The registered office is
The Incubator Building, Grafton Street, Manchester, M13 9XX.
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
true
D
irectors have prepared detailed profit and loss, cashflow and balance sheet projections displaying the
company's ability to operate within the available financing facilities for the period of at least 12 months from
the date of these accounts. In preparing these projections, the
D
irectors have taken into consideration the
impact on the company of the Covid-19 pandemic, reflecting the inherent uncertainties and constraints
caused by the pandemic in their assumptions,
primarily those around revenue, and the timing of certain
creditor payments.
At the time of approving the financial statements, the directors have a reasonable expectation that the
company has adequate resources to continue in operational existence for the foreseeable future. The
company has sufficient headroom within its existing facilities to continue trading for a period not less than
12 months from the date of approval,
notwithstanding this the directors have t
he support of
a Coronavirus Business Interruption Loan.
Although not expected to be needed, the Directors have obtained from certain shareholders of the company a letter of support for additional funding.
Thus the directors continue to adopt the going concern basis of accounting in preparing the 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
.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer
(usually on dispatch of the goods)
, the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from contracts for the provision of professional 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
recover
ed
.
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 3 -
1.4
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated
amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 6 years.
1.5
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.
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:
Patents & licences
18-60 months straight line
Amortisation rates were deemed to be accurate, however subject to impairment testing at the year end it was deemed appropriate to write down the remaining value of goodwill to nil.
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.
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 and equipment
25% straight line
Fixtures and fittings
25% straight line
Computers
25% 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
Stocks
Stocks are stated at the lower of cost
,
which comprises direct materials
and estimated selling price less costs to complete and sell.
1.8
Cash and cash equivalents
Cash and cash equivalents
are basic financial assets
and
include cash in hand, deposits held at call with banks
.
1.9
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.
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 4 -
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
. Financial assets classified as receivable within one year are not amortised.
Basic financial liabilities
Basic financial liabilities, including
creditors
,
and
bank loans, 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.
1.10
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.
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 5 -
1.11
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.
1.12
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair
value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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.
1.13
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.
1.14
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:
2021
2020
Number
Number
Total
38
33
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 6 -
3
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2021
883,112
Additions
39,927
At 31 December 2021
923,039
Depreciation and impairment
At 1 January 2021
409,976
Depreciation charged in the year
226,561
At 31 December 2021
636,537
Carrying amount
At 31 December 2021
286,502
At 31 December 2020
473,136
4
Intangible fixed assets
Goodwill
Other
Total
£
£
£
Cost
At 1 January 2021 and 31 December 2021
1,752,308
48,290
1,800,598
Amortisation and impairment
At 1 January 2021
1,752,308
14,377
1,766,685
Amortisation charged for the year
10,184
10,184
At 31 December 2021
1,752,308
24,561
1,776,869
Carrying amount
At 31 December 2021
23,729
23,729
At 31 December 2020
33,913
33,913
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 7 -
5
Debtors
2021
2020
Amounts falling due within one year:
£
£
Trade debtors
839,742
350,775
Corporation tax recoverable
123,900
109,222
Other debtors
19,528
24,831
Prepayments and accrued income
151,014
172,173
1,134,184
657,001
6
Creditors: amounts falling due within one year
2021
2020
£
£
Obligations under finance leases
100,085
129,096
Trade creditors
404,037
688,373
Taxation and social security
116,874
217,632
Other creditors
168,437
207,301
Accruals and deferred income
1,080,275
603,352
1,869,708
1,845,754
Obligations under finance leases are secured on the assets to which they relate.
7
Creditors: amounts falling due after more than one year
2021
2020
£
£
Obligations under finance leases
64,486
165,737
Other creditors
3,067,274
2,905,633
3,131,760
3,071,370
The aggregate of secured creditors under finance leases are secured on the assets to which they relate.
The other creditors of £3,178,863 (2020: £2,298,966) are secured by way of a fixed and floating charge covering all property and undertaking of the company.
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 8 -
8
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:
Liabilities
Liabilities
2021
2020
Balances:
£
£
Fixed asset timing differences
86,208
89,896
Short term timing differences - trading
(14,569)
(3,688)
Adjustment to prior period
41
-
71,680
86,208
2021
Movements in the year:
£
Liability at 1 January 2021
86,208
Credit to profit or loss
(14,528)
Liability at 31 December 2021
71,680
9
Called up share capital
2021
2020
Ordinary share capital
£
£
Issued and fully paid
6667 Ordinary A Shares of 1p each
67
67
1703 Ordinary B1 Shares of 1p each
17
17
834 (2018: 556) Ordinary B2 shares of 2p each
17
17
852 Ordinary C shares of 1p each
9
9
666 Ordinary D shares of 1p each
7
7
117
117
During the prior year 666 D Ordinary shares of 1p each were issued at par. The Directors consider there to be no difference between par value and fair value.
10
Audit report information
As the income statement has been omitted from the filing copy of the financial statements
,
the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006
:
The auditor's report was unqualified.
The senior statutory auditor was Alexander Kelly and the auditor was MHA Moore and Smalley.
EPISTEM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 9 -
11
Related party transactions
Other information
On 8 June 2018, the company entered into a loan agreement with Foresight Regional Investment LP, a shareholder. The principal amount of £1,800,000 was used to fund the acquisition of specific trading activities from Genedrive plc. The loan bears an annual interest charge of 10% and is repayable on 6 June 2023. At the period end the interest accrued of £728,863 (2020: £498,966) and the principal amount of £1,800,000 (2020 £1,800,000) was included within other borrowings falling due after more than one year.
During a previous period, the company entered into a loan agreement with J Tudor, a director. The loan bears an annual interest charge of 1%. During the year the account accrued interest of £97. At the balance sheet date the company was owed £9,799 (2020: £9,702) by J Tudor. There were no repayments in the year, and no amounts were waived or written off. This is included within other debtors due in less than one year.
During a previous period, the company entered into a loan agreement with B J Reed, a director. The loan bears an annual interest charge of 1%. During the year the account accrued interest of £96. At the balance sheet date the company was owed £9,710 (2020: £9,614) by B J Reed. There were no repayments in the year, and no amounts were waived or written off. This is included within other debtors due in less than one year
.
2021-12-31
2021-01-01
false
28 September 2022
CCH Software
CCH Accounts Production 2022.200
No description of principal activity
This audit opinion is unqualified
Mr J A Fullerton-Batten
Dr N W Ash
Dr C Booth
Mr M W Pomroy
Mr B J Reed
Ms J A Tudor
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