ACCOUNTS - Final Accounts preparation

Income from investments

Period ended

30 September

Un-audited 31 March

AZIMUTH PHARMA LIMITED - Company Information

Caseware UK (AP4) 2021.0.152 2021.0.152 trueThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.0falsetruetrue0true2021-04-01falseNo description of principal activity 07916512 2021-04-01 2021-09-30 07916512 2020-04-01 2021-03-31 07916512 2021-09-30 07916512 2021-03-31 07916512 2020-04-01 07916512 2 2021-04-01 2021-09-30 07916512 2 2020-04-01 2021-03-31 07916512 d:Director1 2021-04-01 2021-09-30 07916512 d:Director1 2021-09-30 07916512 d:Director2 2021-04-01 2021-09-30 07916512 d:Director2 2021-09-30 07916512 d:Director3 2021-04-01 2021-09-30 07916512 d:Director4 2021-04-01 2021-09-30 07916512 d:Director4 2021-09-30 07916512 d:RegisteredOffice 2021-04-01 2021-09-30 07916512 e:CurrentFinancialInstruments 2021-09-30 07916512 e:CurrentFinancialInstruments 2021-03-31 07916512 e:Non-currentFinancialInstruments 2021-09-30 07916512 e:Non-currentFinancialInstruments 2021-03-31 07916512 e:CurrentFinancialInstruments e:WithinOneYear 2021-09-30 07916512 e:CurrentFinancialInstruments e:WithinOneYear 2021-03-31 07916512 e:Non-currentFinancialInstruments e:AfterOneYear 2021-09-30 07916512 e:Non-currentFinancialInstruments e:AfterOneYear 2021-03-31 07916512 e:ShareCapital 2021-04-01 2021-09-30 07916512 e:ShareCapital 2021-09-30 07916512 e:ShareCapital 2020-04-01 2021-03-31 07916512 e:ShareCapital 2021-03-31 07916512 e:ShareCapital 2020-04-01 07916512 e:CapitalRedemptionReserve 2021-04-01 2021-09-30 07916512 e:CapitalRedemptionReserve 2021-09-30 07916512 e:CapitalRedemptionReserve 2020-04-01 2021-03-31 07916512 e:CapitalRedemptionReserve 2021-03-31 07916512 e:CapitalRedemptionReserve 2020-04-01 07916512 e:RetainedEarningsAccumulatedLosses 2021-04-01 2021-09-30 07916512 e:RetainedEarningsAccumulatedLosses 2021-09-30 07916512 e:RetainedEarningsAccumulatedLosses 2020-04-01 2021-03-31 07916512 e:RetainedEarningsAccumulatedLosses 2021-03-31 07916512 e:RetainedEarningsAccumulatedLosses 2020-04-01 07916512 d:OrdinaryShareClass1 2021-04-01 2021-09-30 07916512 d:OrdinaryShareClass1 2021-09-30 07916512 d:OrdinaryShareClass1 2021-03-31 07916512 d:FRS102 2021-04-01 2021-09-30 07916512 d:Audited 2021-04-01 2021-09-30 07916512 d:FullAccounts 2021-04-01 2021-09-30 07916512 d:PrivateLimitedCompanyLtd 2021-04-01 2021-09-30 07916512 e:Subsidiary1 2021-04-01 2021-09-30 07916512 e:Subsidiary1 1 2021-04-01 2021-09-30 07916512 e:Subsidiary2 2021-04-01 2021-09-30 07916512 e:Subsidiary2 1 2021-04-01 2021-09-30 07916512 6 2021-04-01 2021-09-30 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 07916512

Azimuth Pharma Limited

Directors' Report and Financial Statements

For the Period Ended 30 September 2021

Azimuth Pharma Limited

Company Information

Directors	D Chaffer (appointed 13 July 2021)
	A Medley (appointed 13 July 2021)
	G Smith
	S Bennett (resigned 13 July 2021)


Registered number	07916512


Registered office	Ropewalks
	Newton Street
	Macclesfield
	SK11 6QJ


Independent auditors	Mazars LLP
	Chartered Accountants & Statutory Auditors
	One St Peter's Square
	Manchester
	M2 3DE

Azimuth Pharma Limited

Contents

	Page
Directors' Report	1 - 2
Independent Auditors' Report	3 - 6
Statement of Comprehensive Income	7
Balance Sheet	8
Statement of Changes in Equity	9 - 10
Notes to the Financial Statements	11 - 15

Azimuth Pharma Limited

Directors' Report

For the Period Ended 30 September 2021

The directors present their report and the financial statements for the period ended 30 September 2021.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Company's financial statements and then apply them consistently;

∙make judgements and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Directors

The directors who served during the period were:

D Chaffer (appointed 13 July 2021)

A Medley (appointed 13 July 2021)

G Smith

S Bennett (resigned 13 July 2021)

Going concern

The financial statements have been prepared on a going concern basis. The following paragraphs set out the basis of which the directors have reached their conclusion.
The Company has net current liabilities of £70,470 (31 March 2021: £75,995), and net assets of £456,167 (31 March 2021: £450,641) at 30 September 2021.The company relies on continuing financial support of group companies to enable it to continue operating and meet its liabilities as they fall due. The company has received confirmation that this support will continue for a period of at least 12 months from the date of approval of the financial statements.
Therefore, the directors believe it is appropriate to prepare the accounts to 30 September 2021 on a going concern basis and
there will be no adverse effect on solvency for more than 12 months after the date of approval of the financial statements.

Page 1

Azimuth Pharma Limited

Directors' Report (continued)

For the Period Ended 30 September 2021

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditor

Mazars LLP were appointed as auditor during the period. Mazars LLP will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

D Chaffer

Director

Date: 7 July 2022

Page 2

Azimuth Pharma Limited

Independent Auditors' Report to the Members of Azimuth Pharma Limited

Opinion

We have audited the financial statements of Azimuth Pharma Limited (the 'Company') for the period ended 30 September 2021, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Company's affairs as at 30 September 2021 and of its profit for the period then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other matters

The corresponding figures for the year ended 31 March 2021 are unaudited as the entity was entitled to audit exemption under section 477 of the Companies Act 2006 relating to small companies.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Page 3

Azimuth Pharma Limited

Independent Auditors' Report to the Members of Azimuth Pharma Limited (continued)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

∙the Directors' Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

∙the financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit; or

∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.

Page 4

Azimuth Pharma Limited

Independent Auditors' Report to the Members of Azimuth Pharma Limited (continued)

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud.
Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: anti-money laundering regulation.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:

∙Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;

∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;

∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and

∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as: tax legislation and the Companies Act 2006.
In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:

∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;

∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;

∙Discussing amongst the engagement team the risks of fraud; and

∙Addressing the risks of fraud through management override of controls by performing journal entry testing.

Page 5

Azimuth Pharma Limited

Independent Auditors' Report to the Members of Azimuth Pharma Limited (continued)

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Christopher Martin (Senior Statutory Auditor)

for and on behalf of Mazars LLP
Chartered Accountants & Statutory Auditors
One St Peter's Square
Manchester
M2 3DE
Date: 8 July 2022
Mazars LLP
08 July 2022

Page 6

Azimuth Pharma Limited

Statement of Comprehensive Income

For the Period Ended 30 September 2021

	Period ended 30 September	Un-audited 31 March
	2021	2021
Note	£	£


Dividends received from subsidiary undertakings	4	1,656,080	420,000
Profit before tax		1,656,080	420,000
Profit for the financial period		1,656,080	420,000

There was no other comprehensive income for 2021 (2021:£NIL).

The notes on pages 11 to 15 form part of these financial statements.

Page 7

Azimuth Pharma Limited

Registered number: 07916512

Balance Sheet

As at 30 September 2021

	30 September	Un-audited 31 March
	2021	2021
Note	£	£

Fixed assets
Investments	6		526,637		526,637
			526,637		526,637
Current assets
Cash at bank and in hand	7	94		94
		94		94
Creditors: amounts falling due within one year	8	(70,564)		(76,089)
Net current liabilities			(70,470)		(75,995)
Total assets less current liabilities			456,167		450,642
Creditors: amounts falling due after more than one year			-		(1)

Net assets			456,167		450,641

Capital and reserves
Called up share capital	10	5	5
Capital redemption reserve	11	5	5
Profit and loss account	11	456,157	450,631
		456,167	450,641

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

D Chaffer

Director

Date: 7 July 2022

The notes on pages 11 to 15 form part of these financial statements.

Page 8

Azimuth Pharma Limited

Statement of Changes in Equity

For the Period Ended 30 September 2021

	Called up share capital	Capital redemption reserve	Profit and loss account	Total equity
	£	£	£	£
Unaudited at 1 April 2021	5	5	450,631	450,641
Comprehensive income for the period
Profit for the period	-	-	1,656,080	1,656,080
Total comprehensive income for the period	-	-	1,656,080	1,656,080
Dividends: Equity capital	-	-	(1,650,554)	(1,650,554)
Total transactions with owners	-	-	(1,650,554)	(1,650,554)
At 30 September 2021	5	5	456,157	456,167

The notes on pages 11 to 15 form part of these financial statements.

Page 9

Azimuth Pharma Limited

Statement of Changes in Equity

For the Period Ended 31 March 2021

	Called up share capital	Capital redemption reserve	Profit and loss account	Total equity
	£	£	£	£
Un-audited at 1 April 2020	5	5	410,631	410,641
Comprehensive income for the year
Profit for the year	-	-	420,000	420,000
Total comprehensive income for the year	-	-	420,000	420,000
Dividends: Equity capital	-	-	(380,000)	(380,000)
Total transactions with owners	-	-	(380,000)	(380,000)
Un-audited at 31 March 2021	5	5	450,631	450,641

The notes on pages 11 to 15 form part of these financial statements.

Page 10

Azimuth Pharma Limited

Notes to the Financial Statements

For the Period Ended 30 September 2021

1.	General information

Azimuth Pharma Limited is a private company limited by share capital. The company is incorporated in England, company number 07916512. The address of the registered office and principal place of business is Ropewalks, Newton Street, Macclesfield, SK11 6QJ.

These financial statements cover the period from 1 April 2021 to 30 September 2021.
The financial statements for the period ended 30 September 2021 have been audited, however the comparable information for the year ended 31 March 2021 was unaudited, as it was not required by section 477 of the Companies Act.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Financial reporting standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Bioscript Holdings Limited as at 30 September 2021 and these financial statements may be obtained from Ropewalks, Newton Street, Macclesfield, England, SK11 6QJ.

2.3

Exemption from preparing consolidated financial statements

The Company is a parent Company that is also a subsidiary included in the consolidated financial statements of its immediate parent undertaking established under the law of an EEA state and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 11

Azimuth Pharma Limited

Notes to the Financial Statements

For the Period Ended 30 September 2021

2.Accounting policies (continued)

2.4

Going concern

The financial statements have been prepared on a going concern basis. The following paragraphs set out the basis of which the directors have reached their conclusion.
The Company has net current liabilities of £70,470 (31 March 2021: £75,995), and net assets of £456,167 (31 March 2021: £450,641) at 30 September 2021.The company relies on continuing financial support of group companies to enable it to continue operating and meet its liabilities as they fall due. The company has received confirmation that this support will continue for a period of at least 12 months from the date of approval of the financial statements.
Therefore, the directors believe it is appropriate to prepare the accounts to 30 September 2021 on a going concern basis and there will be no adverse effect on solvency for more than 12 months after the date of approval of the financial statements.

2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.6

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

2.7

Creditors

Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.8

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make significant judgements and estimates that
affect amounts recognised for assets and liabilities at the reporting date and the amounts of revenue and expenses
incurred during the period. Actual outcomes may differ from these judgements, estimates and assumptions.
The directors believe that judgements, estimates and assumptions do not have a significant risk of causing a material
difference to the carrying amounts of the assets and liabilities within the next financial year.

Page 12

Azimuth Pharma Limited

Notes to the Financial Statements

For the Period Ended 30 September 2021

Dividends received from subsidiary undertakings	(1,656,080)	(420,000)
	(1,656,080)	(420,000)



Total current tax	-	-

	Deferred tax
	Total deferred tax	-	-


	Taxation on profit on ordinary activities	-	-

Profit on ordinary activities before tax

1,656,080

420,000

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)	314,655	79,800
Effects of:
Non-taxable income	(314,655)	(79,800)
Total tax charge for the period/year	-	-

Page 13

Azimuth Pharma Limited

Notes to the Financial Statements

For the Period Ended 30 September 2021

6.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost
	Un-audited at 1 April 2021	526,637
	At 30 September 2021	526,637

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

	Sapience Medical Education Limited	Ropewalks, Newton Street, Macclesfield, SK11 6QJ	Ordinary	100%
	Fortis Pharma Consulting Limited	Ropewalks, Newton Street, Macclesfield, SK11 6QJ	Ordinary	100%

	Cash at bank and in hand	94	94

	Amounts owed to group undertakings	70,564	76,089

The Group has given a guarantee in respect of the loan advance to a Group subsidiary. The maximum potential
liability to the Company as at 30 September 2021 amounted to £10,000,000.

Page 14

Azimuth Pharma Limited

Notes to the Financial Statements

For the Period Ended 30 September 2021

	Amounts owed to group undertakings	-	1

Allotted, called up and fully paid

525 (2021 - 525) Ordinary shares of £0.01 each	5	5

11.

Reserves

Capital redemption reserve

The capital redemption reserve consists of the nominal value of shares that have been acquired by the company and
cancelled.

Profit and loss account

The profit and loss reserve includes all current and prior period retained profits and losses.

12.	Controlling party

Up to 13 July 2021 there was no parent Company and the Company was controlled by Mr G Smith by virtue of his 90% holding of the issued share capital of the company. From 13 July 2021 the immediate parent Company is Bioscript Limited, a Company registered in England and Wales, Company number 13216692, which owns 100% of the called up share capital. From 13 July 2021 the ultimate parent is Bioscript Holdings Limited, a Company registered in England and Wales, Company number 13203898. There is no overall controlling party.

Page 15