Motivii Limited - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 09272245 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2020

FOR

MOTIVII LIMITED

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

4

DIRECTORS:

P A Bacon

D Bowman

E Carey

N S Jones

E Tuhami

REGISTERED OFFICE:

3rd Floor

55 Charlotte Road

Hackney

London

EC2A 3QF

REGISTERED NUMBER:

09272245 (England and Wales)

ACCOUNTANTS:

Horizon Accounts Ltd

Stapleton House Second Floor

110 Clifton Street

London

EC2A 4HT

FIXED ASSETS

Intangible assets

5

21,112

24,842

Tangible assets

6

2,343

2,097

23,455

26,939

CURRENT ASSETS

Debtors

7

54,122

29,612

Cash at bank

53,848

117,229

107,970

146,841

CREDITORS

Amounts falling due within one year

8

43,172

142,026

NET CURRENT ASSETS

64,798

4,815

TOTAL ASSETS LESS CURRENT LIABILITIES

88,253

31,754

CAPITAL AND RESERVES

Called up share capital

9

253

253

Share premium

1,102,480

1,102,480

Share option reserve

215,503

175,152

Retained earnings

(1,229,983

)

(1,246,131

)

SHAREHOLDERS' FUNDS

88,253

31,754

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2020.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2020 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 24 June 2020 and were signed on its behalf by:

E Tuhami - Director

1.	STATUTORY INFORMATION

Motivii Limited is a private company, limited by shares , registered in England and Wales. The company's registered

number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Significant judgements and estimates

Share based payments as set out in note 12 to the accounts have been made to employees of the company. As

disclosed in the Share Based Payments accounting policy note below, the fair value of any vested share options is

recognised in the income statement and for the accounting year ended 31 March 2020 the fair value has been

estimated as £1.77 per share. This is based on the value of Ordinary shares issued.

There have been no other significant judgements or estimates applied to the numbers contained within these financial

statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates,

value added tax and other sales taxes.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less

any accumulated amortisation and any accumulated impairment losses.

Trademark are being amortised evenly over their estimated useful life of ten years.

Intellectual property is being amortised evenly over its estimated useful life of ten years.

Tangible fixed assets

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses.

Depreciation is provided on all tangible fixed assets, other than freehold land, at rates calculated to write off the cost,

less estimated residual value, of each asset evenly over its expected useful life, as follows:

Office equipment

-

3 years

Computer equipment

-

3 years

Financial instruments

The Company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments.

(i) Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances and investments in commercial

paper, are initially recognised at transaction price, 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. Such

assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for the carrying amount

and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The

impairment loss is recognised in the Income Statement.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the

impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying

amount would have been had the impairment not previously been recognised. The impairment reversal is recognised

in the Income Statement.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint

ventures, are initially measured at fair value, which is normally the transaction price.

Such assets are subsequently carried at fair value and the changes in fair value are recognised in, the Income

Statement, except that investments in equity instruments that are not publicly traded and whose fair values cannot be

measured reliably are measured at cost less impairment.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or settled, or

(b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control

of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an

unrelated third party without imposing additional restrictions.

(ii) Financial liabilities

Basic financial liabilities, including trade and other creditors, loans from fellow Group companies that are classified

as debt, 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 payments discounted at a market rate of interest.

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. Creditors are classified as current liabilities if payment is due within one year. 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.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is

discharged, cancelled or expires.

Taxation

Taxation for the year comprises current tax. Tax is recognised in the Income Statement, except to the extent that it

relates to items recognised in other comprehensive income or directly in equity.

Current taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or

substantively enacted by the statement of financial position date.

The tax credit disclosed in the income statement represents the surrender of corporation tax losses for research and

development tax credits.

Research and development

Revenue expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement

of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling

at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension

scheme are charged to profit or loss in the period to which they relate.

Share based payments

The company operates an equity-settled compensation plan. The fair value of the employee services received in

exchange for the grant of the options is recognised as an expense. The total amount to be expended over the vesting

period is determined by reference to the fair value of the options granted, excluding the impact of any non-market

vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included

in assumptions about the number of options that are expected to vest. At each balance sheet date, the entity revises its

estimates of the number of options that are expected to vest. It recognises the impact of the revision to original

estimates, if any, in the income statement. The credit entry is taken to reserves because the share options are

equity-settled.

Going concern

The financial statements have been prepared on the going concern basis. The company has incurred losses for the

year; however, the directors have reasonable expectations that the performance of the company will be reversed once

the research and development stage has been completed. They believe the company has sufficient resources to meet

its obligations, if and when they become due. It is on this basis that they are of the opinion that the company should

continue to adopt the going concern basis in preparing the annual financial statements.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid

investments that are readily convertible to a known amount of cash and are subject to an insignificant risk to changes

in value.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2019 - 4 ) .

5.	INTANGIBLE FIXED ASSETS

Intellectual

Trademark

property

Totals

£

£

£

COST

At 1 April 2019

and 31 March 2020

17,049

20,250

37,299

AMORTISATION

At 1 April 2019

7,346

5,111

12,457

Amortisation for year

1,705

2,025

3,730

At 31 March 2020

9,051

7,136

16,187

NET BOOK VALUE

At 31 March 2020

7,998

13,114

21,112

At 31 March 2019

9,703

15,139

24,842

6.	TANGIBLE FIXED ASSETS

Office

Computer

equipment

equipment

Totals

£

£

£

COST

At 1 April 2019

606

3,426

4,032

Additions

375

1,183

1,558

Disposals

(332

)

(386

)

(718

)

At 31 March 2020

649

4,223

4,872

DEPRECIATION

At 1 April 2019

140

1,795

1,935

Charge for year

194

1,015

1,209

Eliminated on disposal

(229

)

(386

)

(615

)

At 31 March 2020

105

2,424

2,529

NET BOOK VALUE

At 31 March 2020

544

1,799

2,343

At 31 March 2019

466

1,631

2,097

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.20

31.3.19

£

£

Trade debtors

50,277

28,822

Other debtors

3,845

790

54,122

29,612

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.20

31.3.19

£

£

Trade creditors

-

494

Taxation and social security

-

13,367

Other creditors

43,172

128,165

43,172

142,026

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.3.20

31.3.19

value:

£

£

2,531,606

Ordinary Shares

£0.0001

253

253

10.	RELATED PARTY DISCLOSURES

During the year, the company repaid the director £42,968. At the end of the year, the company owed the director

£NIL (2019 - £42,968).

11.	ULTIMATE CONTROLLING PARTY

During the year there is no ultimate controlling party.

12.	SHARE-BASED PAYMENT TRANSACTIONS

The company operates an EMI qualifying share option scheme. As at the date of the Statement of Financial Position,

the company had granted 50,336 EMI qualifying share options to its employees with an exercise price of 1.075 per

share. During the year no share options lapsed and 2,097 vested. No share options were exercised in the year. Share

options vest over a period of 3 years from the date of grant.

The company also operates an unapproved share option scheme. As at the date of the Statement of Financial

Position, the company had granted 73,098 unapproved share options to three advisors with an exercise price of

£1.075 per share; of the amount 22,797 share options vested in the year. Share options vest monthly over a period of

3 years.