Company Registration No. SC330746 (Scotland)
CERES HOLOGRAPHICS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2018
PAGES FOR FILING WITH REGISTRAR
CERES HOLOGRAPHICS LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
CERES HOLOGRAPHICS LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2018
30 September 2018
- 1 -
2018
2017
Notes
£
£
£
£
Fixed assets
Intangible assets
3
75,993
74,582
Tangible assets
4
62,129
18,545
138,122
93,127
Current assets
Debtors
5
380,572
201,176
Cash at bank and in hand
664,966
249,995
1,045,538
451,171
Creditors: amounts falling due within one year
6
(95,761)
(63,699)
Net current assets
949,777
387,472
Total assets less current liabilities
1,087,899
480,599
Capital and reserves
Called up share capital
8
351
309
Share premium account
3,230,422
2,191,160
Profit and loss reserves
(2,142,874)
(1,710,870)
Total equity
1,087,899
480,599
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 September 2018 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 17 June 2019 and are signed on its behalf by:
Ian Redmond
Andrew Travers
Director
Director
Company Registration No. SC330746
CERES HOLOGRAPHICS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2018
- 2 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2016
284
1,692,628
(1,305,073)
387,839
Year ended 30 September 2017:
Loss and total comprehensive income for the year
-
-
(405,797)
(405,797)
Issue of share capital
8
25
499,575
-
499,600
Other movements
-
(1,043)
-
(1,043)
Balance at 30 September 2017
309
2,191,160
(1,710,870)
480,599
Year ended 30 September 2018:
Loss and total comprehensive income for the year
-
-
(432,004)
(432,004)
Issue of share capital
8
42
1,050,208
-
1,050,250
Other movements
-
(10,946)
-
(10,946)
Balance at 30 September 2018
351
3,230,422
(2,142,874)
1,087,899
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2018
- 3 -
1
Accounting policies
Company information
Ceres Holographics Limited is a
private
company
limited by shares
incorporated in Scotland.
The registered office is
5th Floor, 125 Princes Street, Edinburgh, Scotland, EH2 4AD.
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 principal accounting policies adopted are set out below.
1.2
Turnover
Turnover represents amounts
derived from the provision of goods and services which fall within the company's ordinary activities after deduction of VAT. Income from goods sold is recognised when invoiced to the customer upon delivery of the goods. Income from 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.
Profit is recognised on long-term contracts, if the final outcome can be assessed with reasonable certainty, by including in the profit and loss account turnover and related costs as contract activity progresses. Turnover is calculated as that proportion of total contract value which costs to date bear to total expected costs for that contract.
1.3
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
.
1.4
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.
Intangible assets comprise primarily of patents paid in advance for the use of trade marks and technology. Such assets are defined as having finite useful lives and the costs are amortised on a straight line basis over their estimated useful lives of 20 years. Intangible assets are stated at cost less amortisation and are reviewed for impairment whenever there is an indication that the carrying value may be impaired.
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
5% straight line
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
1
Accounting policies
(Continued)
- 4 -
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:
Tenants improvements
over 1 to 5 year lease term
Plant and machinery
25% straight line
Fixtures, fittings & equipment
25% straight line
Computer equipment
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
.
1.6
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).
1.7
Cash at bank and in hand
Cash at bank and in hand
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
.
1.8
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
.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
1
Accounting policies
(Continued)
- 5 -
Basic financial liabilities
Basic financial liabilities, including creditors,
a
re
initially recognised at transaction price
.
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.
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 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.
A claim in respect of research and development expenditure has been made in the year.
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
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. 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.
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
1
Accounting policies
(Continued)
- 6 -
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.
1.12
Leases
Rentals payable under operating leases,
including
any lease incentives received, are charged to income 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 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 are included in the profit and loss account for the period.
2
Employees
The average monthly number of persons (including directors) employed by the company during the year was 7 (2017 - 6).
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
- 7 -
3
Intangible fixed assets
Other
£
Cost
At 1 October 2017
91,987
Additions
6,331
At 30 September 2018
98,318
Amortisation and impairment
At 1 October 2017
17,405
Amortisation charged for the year
4,920
At 30 September 2018
22,325
Carrying amount
At 30 September 2018
75,993
At 30 September 2017
74,582
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 October 2017
5,024
39,521
44,545
Additions
9,076
65,892
74,968
At 30 September 2018
14,100
105,413
119,513
Depreciation and impairment
At 1 October 2017
3,164
22,836
26,000
Depreciation charged in the year
8,783
22,601
31,384
At 30 September 2018
11,947
45,437
57,384
Carrying amount
At 30 September 2018
2,153
59,976
62,129
At 30 September 2017
1,860
16,685
18,545
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
- 8 -
5
Debtors
2018
2017
Amounts falling due within one year:
£
£
Trade debtors
166,000
54,023
Corporation tax recoverable
113,437
94,494
Other debtors
101,135
52,659
380,572
201,176
6
Creditors: amounts falling due within one year
2018
2017
£
£
Trade creditors
28,895
28,474
Taxation and social security
16,040
12,134
Other creditors
50,826
23,091
95,761
63,699
7
Share-based payment transactions
Number of share options
Weighted average exercise price
2018
2017
2018
2017
Number
Number
£
£
Outstanding at 1 October 2017 and 30 September 2018
2,242
2,242
0.01
0.01
Exercisable at 30 September 2018
1,478
1,249
0.01
0.01
The options outstanding at 30 September 2018 had an exercise price of £0.01, and a remaining contractual life of
8
years.
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
7
Share-based payment transactions
(Continued)
- 9 -
The
company
has
a
n Enterprise Management Incentive Scheme
share option plan, under which
2,242
options have been granted to
4
employees at an exercise price of
£0.01
.
The options can
only
be exercised
after vesting, subject to certain criteria. 1,072 options vested on 23 June 2016, 177 options vested on 23 June 2017, 179 options vested on 23 June 2018, 50 options vested on 8 August 2018, further options will vest on the earlier of an exit event or on the following schedule;
- 179 options will vest on 23 June 2019,
- 8 options will vest on 8 August 2019,
- 8 options will vest on 8 August 2020,
- 9 options will vest on 8 August 2021.
The remaining 560 options will vest on an exit event.
The value of the share options is taken as £0.01 per option. This value is chosen because the existing subscribers hold extensive protections and consensual rights such that they hold a preferential position over the option holders.
The directors have not recognised these equity settled share based payments in line with the requirements of FRS 102 on the basis that they are not material to the financial statements.
8
Called up share capital
2018
2017
£
£
Ordinary share capital
Issued and fully paid
35,078 ordinary shares of 1p each
351
309
351
309
Reconciliation of movements during the year:
Ordinary
Number
At 1 October 2017
30,877
Issue of fully paid shares
4,201
At 30 September 2018
35,078
CERES HOLOGRAPHICS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2018
- 10 -
9
Operating lease commitments
Operating lease payments represent rentals payable by the company for rental units and run on a yearly basis being renewed at the end of October each year.
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2018
2017
£
£
169,113
2,682
10
Events after the reporting date
On the 10 December 2018 the company issued 4,199 ordinary shares of 1p each. The company received £
1,
049,750 including share premium for the shares.
2018-09-30
2017-10-01
false
CCH Software
CCH Accounts Production 2019.100
No description of principal activity
17 June 2019
Ian Redmond
Anthony Lear
Andrew Travers
Andrew Cringean
Mbm Secretarial Services Limited
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