PARSLEY_BOX_LIMITED - Accounts


Company Registration No. SC561983 (Scotland)
PARSLEY BOX LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
PAGES FOR FILING WITH REGISTRAR
PARSLEY BOX LIMITED
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 10
PARSLEY BOX LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2020
31 December 2020
- 1 -
2020
2019
Notes
£
£
£
£
Fixed assets
Intangible assets
3
5,904
6,544
Tangible assets
4
130,455
34,030
136,359
40,574
Current assets
Stocks
1,483,536
931,019
Debtors
5
529,737
390,232
Cash at bank and in hand
914,029
2,479,723
2,927,302
3,800,974
Creditors: amounts falling due within one year
6
(3,685,278)
(1,859,650)
Net current (liabilities)/assets
(757,976)
1,941,324
Total assets less current liabilities
(621,617)
1,981,898
Capital and reserves
Called up share capital
8
342,292
342,292
Share premium account
4,311,497
4,311,497
Other reserves
499,883
-
Profit and loss reserves
(5,775,289)
(2,671,891)
Total equity
(621,617)
1,981,898

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 24 February 2021 and are signed on its behalf by:
J B Swan
Director
Company Registration No. SC561983
PARSLEY BOX LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2020
- 2 -
Share capital
Share premium account
Share option reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 April 2019
218,333
136,667
-
(707,364)
(352,364)
Period ended 31 December 2019:
Loss and total comprehensive income for the period
-
-
-
(1,964,527)
(1,964,527)
Issue of share capital
8
123,959
4,506,053
-
-
4,630,012
Costs incurred in issue of share capital
-
(331,223)
-
-
(331,223)
Balance at 31 December 2019
342,292
4,311,497
-
(2,671,891)
1,981,898
Year ended 31 December 2020:
Loss and total comprehensive income for the year
-
-
-
(3,080,473)
(3,080,473)
Credit to equity for equity settled share-based payments
7
-
-
-
476,958
476,958
Transfer to share option reserve
-
-
499,883
(499,883)
-
Balance at 31 December 2020
342,292
4,311,497
499,883
(5,775,289)
(621,617)
PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
- 3 -
1
Accounting policies
Company information

Parsley Box Limited is a private company limited by shares incorporated in Scotland. The registered office is Level 6 Quartermile, 1 Lauriston Place, Edinburgh, EH3 9EN.

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 amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The company has reported a loss for the year as a result of a significant spend on marketing in the year. The company is still in early stages of its development and with increasing sales and additional equity funding being sourced there is truea reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The directors are aware of the COVID-19 pandemic and the difficulties in predicting the impact that this will have on the UK economy but due to the nature of the company's operations, they consider that the company's operations have not been significantly adversely impacted to date.

 

Although it is not possible to reliably estimate the length or severity of the outbreak, at the date of signing these financial statements the company has cash reserves and is continuing to trade. The directors are actively managing the business on a day to day basis taking account of all changes in market conditions and any relevant government support and interventions.

 

The directors consider that the current financial position of the company will ensure that the company will continue in operational existence for the foreseeable future and they therefore continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Reporting period

During the previous period the company shortened its year end by 3 months to end on 31 December as this was the preferred reporting date for the company. The comparative amounts presented in the financial statements (including the related notes) are therefore not entirely comparable.

1.4
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.

PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
1
Accounting policies
(Continued)
- 4 -
1.5
Intangible fixed assets other than goodwill

Intangible assets comprise costs in respect of developing the brand and website design which will bring economic benefit to the entity and software licences purchased.

 

Internally generated intangible assets 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:

Software
50% straight line
Brand & web design
33% straight line
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:

Office equipment
33% straight line
Computers
50% 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
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).

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of replacement cost and cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents 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, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
1
Accounting policies
(Continued)
- 5 -
1.10
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.

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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between 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 profit or loss.

 

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 profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares 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. 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. Amounts 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.

PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
1
Accounting policies
(Continued)
- 6 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
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.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
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 using the Black-Scholes model. The fair value determined at the grant date is expensed on date of grant as this is when the option vests. A corresponding adjustment is made to equity.

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.

1.15
Leases

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 leases asset are consumed.

2
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2020
2019
Number
Number
Total
86
42
PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
- 7 -
3
Intangible fixed assets
Software
Brand & web design
Total
£
£
£
Cost
At 1 January 2020
-
24,700
24,700
Additions
8,136
-
8,136
At 31 December 2020
8,136
24,700
32,836
Amortisation and impairment
At 1 January 2020
-
18,156
18,156
Amortisation charged for the year
3,051
5,725
8,776
At 31 December 2020
3,051
23,881
26,932
Carrying amount
At 31 December 2020
5,085
819
5,904
At 31 December 2019
-
6,544
6,544
4
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2020
49,936
Additions
147,416
At 31 December 2020
197,352
Depreciation and impairment
At 1 January 2020
15,906
Depreciation charged in the year
50,991
At 31 December 2020
66,897
Carrying amount
At 31 December 2020
130,455
At 31 December 2019
34,030
PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
- 8 -
5
Debtors
2020
2019
Amounts falling due within one year:
£
£
Trade debtors
85,756
19,918
Other debtors
443,981
370,314
529,737
390,232
6
Creditors: amounts falling due within one year
2020
2019
£
£
Trade creditors
3,219,318
1,705,874
Taxation and social security
69,278
31,419
Other creditors
396,682
122,357
3,685,278
1,859,650
7
Share-based payment transactions

Certain employees have been granted options over the shares in the company. The options are granted with a fixed exercise price and are exercisable on sale or listing. The options vest when the option is granted.

Number of share options
Weighted average exercise price
2020
2019
2020
2019
Number
Number
£
£
Outstanding at 1 January 2020
655,000
655,000
0.15
0.15
Granted
1,814,270
-
0.22
-
Forfeited
(111,557)
-
0.22
-
Outstanding at 31 December 2020
2,357,713
655,000
0.20
0.15
Exercisable at 31 December 2020
-
-
-
-

The options outstanding at 31 December 2020 had an exercise price ranging from 15.12p to 22.41p.

PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
7
Share-based payment transactions
(Continued)
- 9 -

The company recognises an equity-settled share based payment expense based on the fair value determined by the black-scholes model. The model is internationally recognised as being appropriate to value employees share option schemes.

Inputs were as follows:
2020
2019
Weighted average share price
£0.64
-
Weighted average exercise price
£0.22
-
Expected volatility
50%
-
Expected life
5 years
-
Risk free rate
26%
-
Liabilities and expenses

During the year, the company recognised total share-based payment expenses of £476,958 (2019 - £-) which related to equity settled share based payment transactions.

8
Called up share capital
2020
2019
£
£
Ordinary share capital
Issued and fully paid
21,833,332 Ordinary shares of 1p each
218,333
218,333
12,395,838 Ordinary A shares of 1p each
123,959
123,959
342,292
342,292
9
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 Paul Hutchison BSc ACA.
The auditor was Azets Audit Services.
PARSLEY BOX LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2020
- 10 -
10
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2020
2019
£
£
681,086
364,506
11
Events after the reporting date

Subsequent to the year end, 1,325,136 ordinary A shares of 1p each and 1,863,079 ordinary shares of 1p each were issued fully paid for cash of £1.64.

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