Fairscore Ltd - Accounts to registrar (filleted) - small 18.2

REGISTERED NUMBER: 10868865 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE PERIOD 1 AUGUST 2020 TO 31 MARCH 2021

FOR

FAIRSCORE LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

A Munshi

REGISTERED OFFICE:

20-22 Wenlock Road

London

N1 7GU

REGISTERED NUMBER:

10868865 (England and Wales)

AUDITORS:

Magma Audit LLP

Magma House

16 Davy Court

Castle Mound Way

Rugby

CV23 0UZ

FIXED ASSETS

Tangible assets

4

3,465

-

Investments

5

1

-

3,466

-

CURRENT ASSETS

Debtors: amounts falling due within one year

6

4,134,635

435,174

Debtors: amounts falling due after more than one year

6

6,511,468

-

Cash at bank

790,291

481,480

11,436,394

916,654

CREDITORS

Amounts falling due within one year

7

(477,844

)

(808,140

)

NET CURRENT ASSETS

10,958,550

108,514

TOTAL ASSETS LESS CURRENT LIABILITIES

10,962,016

108,514

CREDITORS

Amounts falling due after more than one year

8

(10,191,460

)

-

NET ASSETS

770,556

108,514

CAPITAL AND RESERVES

Called up share capital

10

3

3

Share premium

2,551,999

701,003

Equity on convertible loans

-

44,593

Retained earnings

(1,781,446

)

(637,085

)

SHAREHOLDERS' FUNDS

770,556

108,514

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 Profit and Loss Account has not been delivered.

The financial statements were approved by the director and authorised for issue on 30 March 2022 and were signed by:

A Munshi - Director

1.	STATUTORY INFORMATION

Fairscore Ltd is a limited company, registered in England and Wales. Its registered office address is 20-22 Wenlock Road, London, N1 7GU and the registered number is 10868865.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

These financial statements represent a shortened seven month accounting period to 31 March 2021 as the director wanted to change the accounting year end. As such the comparative figures are not entirely comparable.

The presentation currency of the financial statements is the Pound Sterling (£) and figures are rounded to the nearest £1.

Going concern

The company has made a loss for the year of £1,144,361 (2020: £406,766) and has negative retained earnings of £1,781,446 (2020: £637,085). Losses are expected for the initial accounting periods whilst the company grows its loan book. The director has prepared forecasts and anticipates that the company will be profit generating from February 2022 and will be able to repay any debts as they fall due. As such the company is considered a going concern.

Turnover

Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the goods and services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of revenue can be measured reliably;

- it is probable that the Company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Tangible fixed assets

Tangible fixed assets are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical costs includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using either a straight line or reducing balance method, as indicated below.

Depreciation is provided on the following basis:

Computer equipment

-

25% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Investments in subsidiaries

Investment in the subsidiary company is held at cost less accumulated impairment losses.

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 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.

(ii) Financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans and loans from fellow group companies 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. Accounts creditors 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.

(iii) Compound financial instruments

Compound financial instruments issued by the group comprise convertible loan notes that can be converted to share capital at the option of the holder, and the number of shares to be issued does not vary with changes in their fair value.

The liability component of a compound financial instruments is initially recognised at the fair value of a similar liability that does not have an equity conversion option. The equity component is initially recognised at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not re-measured subsequent to initial recognition except on conversion or expiry.

Loans issued to customers

Loans issued to customers are issued on fixed terms and are initially stated on the balance sheet as the principal due for repayment only. Amounts falling due within one year of the balance sheet date are calculated based on the interest set at the start of the loan, assuming regular repayments every 30 days, with interest charged every 30 days. Any principal repayments due over year year are classified as non-current assets on the balance sheet.

Taxation

The tax expense for the year comprises current and deferred tax.

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that:

- The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

- Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Both current and deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Research and development

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

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.

Cash and cash equivalents

Cash and cash equivalents are represented by cash in hand, deposits held at call with financial institutions, and other short-term highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the period was 12 (2020 - 4 ) .

4.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

Additions

3,761

At 31 March 2021

3,761

DEPRECIATION

Charge for period

296

At 31 March 2021

296

NET BOOK VALUE

At 31 March 2021

3,465

5.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

Additions

1

At 31 March 2021

1

NET BOOK VALUE

At 31 March 2021

1

6.

DEBTORS

2021

2020

£

£

Amounts falling due within one year:

Other debtors

4,134,635

435,174

Amounts falling due after more than one year:

Other debtors

6,511,468

-

Aggregate amounts

10,646,103

435,174

The company has taxable losses of £1,380,034 (2020: £546,323) available to carry forward against future trading profits.

A deferred tax asset of £345,009 (2020: £103,801) relating to taxable losses has not been recognised at the year end.

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2021

2020

£

£

Trade creditors

157,370

2,340

Taxation and social security

43,711

17,500

Other creditors

276,763

788,300

477,844

808,140

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2021

2020

£

£

Other creditors

10,191,460

-

9.	SECURED DEBTS

The following secured debts are included within creditors:

2021

2020

£

£

Other loans

10,251,000

-

The company's other loans from Quilam Special Opportunities Limited are secured on the company's assets and undertakings by way of a fixed and floating charge.

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal value:

2021

2020

£

£

203,337

Ordinary

0.001p

2

2

97,000

VV

0.001p

1

1

3

3

During the year the company issued 25,636 ordinary shares for a cash consideration of £1,160,946.

During the year the company converted loans of £690,050 into 18,560 ordinary shares.

11.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Victoria Craig (Senior Statutory Auditor)

for and on behalf of Magma Audit LLP

12.	POST BALANCE SHEET EVENTS

After the year end the company entered into a revolving facilities agreement with National Westminster Bank Plc with available funds of up to £30,000,000.