Biogelx Limited Small abridged accounts

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Statement of Consent to Prepare Abridged Financial Statements

All of the members of Biogelx Limited have consented to the preparation of the abridged income statement and the abridged statement of financial position for the year ending 31 December 2019 in accordance with Section 444(2A) of the Companies Act 2006.

COMPANY REGISTRATION NUMBER: SC430655

Biogelx Limited

Filleted Unaudited Abridged Financial Statements

31 December 2019

Biogelx Limited

Abridged Financial Statements

Year Ended 31 December 2019

Contents	Page

Officers and Professional Advisers	1

Report to the Board of Directors on the Preparation of the Unaudited Statutory Abridged Financial Statements	2

Abridged Statement of Financial Position	3

Notes to the Abridged Financial Statements	5

Biogelx Limited

Officers and Professional Advisers

The Board of Directors	Mr R. Ulijn
	Mr J.M.O. Waddell
	Mrs A.G.B. Clayton
	Ms M. Temple

Company Secretary	Dr M. Rodgers

Registered Office	Biocity Scotland
	Bo'Ness Road
	Newhouse
	Lanarkshire
	ML1 5UH

Accountants	DC Consulting (www.dcconsult.co.uk)
	Chartered accountant

Biogelx Limited

Report to the Board of Directors on the Preparation of the Unaudited Statutory Abridged Financial Statements of Biogelx Limited

Year Ended 31 December 2019

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the abridged financial statements of Biogelx Limited for the year ended 31 December 2019, which comprise the abridged statement of financial position and the related notes from the company's accounting records and from information and explanations you have given us. As a practising member firm of ICAS, we are subject to its ethical and other professional requirements which are detailed at www.icas.com/accountspreparationguidance. This report is made solely to the Board of Directors of Biogelx Limited, as a body, in accordance with the terms of our engagement letter dated 28 December 2018. Our work has been undertaken solely to prepare for your approval the abridged financial statements of Biogelx Limited and state those matters that we have agreed to state to you, as a body, in this report in accordance with the requirements of ICAS as detailed at www.icas.com/accountspreparationguidance. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Biogelx Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Biogelx Limited has kept adequate accounting records and to prepare statutory abridged financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Biogelx Limited. You consider that Biogelx Limited is exempt from the statutory audit requirement for the year. We have not been instructed to carry out an audit or a review of the abridged financial statements of Biogelx Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory abridged financial statements.

DC Consulting (www.dcconsult.co.uk) Chartered accountant

27 April 2020

Biogelx Limited

Abridged Statement of Financial Position

31 December 2019

	2019	2018
Note	£	£

Fixed Assets

Intangible assets	5	216,265	46,193
Tangible assets	6	5,542	11,301
Investments	7	1,368	1,368
		---------	--------
		223,175	58,862

Current Assets

Stocks		12,272	3,231
Debtors	8	235,538	244,198
Cash at bank and in hand		47,010	219,691
		---------	---------
		294,820	467,120

Creditors: amounts falling due within one year	9	140,918	95,489
		---------	---------
Net Current Assets		153,902	371,631
		---------	---------
Total Assets Less Current Liabilities		377,077	430,493

Creditors: amounts falling due after more than one year	10	846,451	678,908
		---------	---------
Net Liabilities		( 469,374)	( 248,415)
		---------	---------

Capital and Reserves

Called up share capital	11	1,551	1,551
Share premium account		808,696	808,696
Profit and loss account		( 1,279,621)	( 1,058,662)
		------------	------------
Shareholders Deficit		( 469,374)	( 248,415)
		------------	------------

These abridged financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

In accordance with section 444 of the Companies Act 2006, the abridged income statement has not been delivered.

For the year ending 31 December 2019 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

- The members have not required the company to obtain an audit of its abridged financial statements for the year in question in accordance with section 476 ;

- The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of abridged financial statements .

Biogelx Limited

Abridged Statement of Financial Position (continued)

31 December 2019

These abridged financial statements were approved by the board of directors and authorised for issue on 27 April 2020 , and are signed on behalf of the board by:

Mrs A.G.B. Clayton

Director

Company registration number: SC430655

Biogelx Limited

Notes to the Abridged Financial Statements

Year Ended 31 December 2019

1. General Information

The company is a private company limited by shares, registered in Scotland. The address of the registered office is Biocity Scotland, Bo'Ness Road, Newhouse, Lanarkshire, ML1 5UH.

2. Statement of Compliance

These abridged financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting Policies

Basis of Preparation

The financial statements have been prepared on the historical cost basis. The financial statements have been prepared on the historical cost basis. The financial statements are prepared in sterling, which is the functional currency of the entity.

Going Concern

The company made a loss in the year of £220,959 (2018 - £356,428). The Board of Directors confirm that it has reasonable expectation the company has adequate cash resources, primarily from new investment funds received, to continue in operational existence for the foreseeable future. Since the balance sheet date, the company has successfully secured total investment of £404,053 which will see the company through to the next round of funding, expected to complete later in 2020. For this reason, the Board of Directors continues to adopt the going concern basis in preparing these financial statements.

Consolidation

The company has taken advantage of the option not to prepare consolidated abridged financial statements contained in Section 398 of the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.

Judgements and Key Sources of Estimation Uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Revenue Recognition

The turnover comprises revenue recognised by the company in respect of goods and services supplied during the year, exclusive of Value Added Tax. All grant income recognised in the profit and loss account has been included within Turnover. Revenue from the rendering of services is measured by reference to the stage of completion of the service transaction at the end of the reporting period provided that the outcome can be reliably estimated. When the outcome cannot be reliably estimated, revenue is recognised only to the extent that expenses recognised are recoverable.

Corporation Tax

The tax expense represents the sum of the tax currently payable and deferred 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 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 recoverable 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 not 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.

Foreign Currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Intangible Assets

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Intangible assets acquired as part of a business combination are recorded at the fair value at the acquisition date.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Patents, trademarks and licences	-	10% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Research and Development

Research expenditure is written off in the period in which it is incurred. Development expenditure incurred is capitalised as an intangible asset only when all of the following criteria are met: - It is technically feasible to complete the intangible asset so that it will be available for use or sale; - There is the intention to complete the intangible asset and use or sell it; - There is the ability to use or sell the intangible asset; - The use or sale of the intangible asset will generate probable future economic benefits; - There are adequate technical, financial and other resources available to complete the development and to use or sell the intangible asset; and - The expenditure attributable to the intangible asset during its development can be measured reliably. Expenditure that does not meet the above criteria is expensed as incurred.

Tangible Assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

	Equipment	-	33% straight line

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.

Impairment of Fixed Assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stock to its present location and condition.

Government Grants

Government grants are recognised at the fair value of the asset received or receivable. Grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received. Government grants are recognised using the accrual model and the performance model. Under the accrual model, government grants relating to revenue are recognised on a systematic basis over the periods in which the company recognises the related costs for which the grant is intended to compensate. Grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the entity with no future related costs are recognised in income in the period in which it becomes receivable.

Financial Instruments

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 entity after deducting all of its financial liabilities. Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating ot financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited directly to equity.

Defined Contribution Plans

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided.

4. Employee Numbers

The average number of persons employed by the company during the year amounted to 10 (2018: 8 ).

5. Intangible Assets

	£
Cost
At 1 January 2019	59,158
Additions	178,295
	---------
At 31 December 2019	237,453
	---------
Amortisation
At 1 January 2019	12,965
Charge for the year	8,223
	---------
At 31 December 2019	21,188
	---------
Carrying amount
At 31 December 2019	216,265
	---------
At 31 December 2018	46,193
	---------

6. Tangible Assets

	£
Cost
At 1 January 2019	41,138
Additions	1,442
	--------
At 31 December 2019	42,580
	--------
Depreciation
At 1 January 2019	29,837
Charge for the year	7,201
	--------
At 31 December 2019	37,038
	--------
Carrying amount
At 31 December 2019	5,542
	--------
At 31 December 2018	11,301
	--------

7. Investments

	£
Cost
At 1 January 2019 and 31 December 2019	1,368
	-------
Impairment
At 1 January 2019 and 31 December 2019	–
	-------
Carrying amount
At 31 December 2019	1,368
	-------
At 31 December 2018	1,368
	-------

8. Debtors

	2019	2018
	£	£
Trade debtors	6,656	3,007
Amounts owed by group undertakings and undertakings in which the company has a participating interest	135,896	134,884
Corporation tax recoverable	68,693	63,850
Other debtors	24,293	42,457
	---------	---------
	235,538	244,198
	---------	---------

9. Creditors: amounts falling due within one year

	2019	2018
	£	£
Trade creditors	17,484	12,621
Accruals and deferred income	113,240	77,839
Social security and other taxes	10,194	5,029
	---------	--------
	140,918	95,489
	---------	--------

10. Creditors: amounts falling due after more than one year

	2019	2018
	£	£
Accruals and deferred income	57,457	114,914
Other creditors	788,994	563,994
	---------	---------
	846,451	678,908
	---------	---------

11. Called Up Share Capital

Issued, called up and fully paid

	2019		2018
	No.	£	No.	£
Ordinary shares of £ 0.01 each	155,100	1,551	155,100	1,551
	---------	-------	---------	-------

12. Related Party Transactions

During the year, the company operated an intercompany loan account to which Biogelx Limited was due to receive from Biogelx Inc, a fully owned subsidiary, £135,896 (2018 - £134,884). There are currently no repayment terms on this balance and no interest is accruing.